


One Step at a Time

by hookedoncaptainswan



Category: Zoey's Extraordinary Playlist (TV)
Genre: Angst, Eventual Smut, Fix-It, Fluff, Smut
Language: English
Status: Completed
Published: 2020-08-15
Updated: 2020-10-20
Packaged: 2021-03-05 19:14:17
Rating: Not Rated
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 6
Words: 27,996
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/25910416
Author URL: https://archiveofourown.org/users/hookedoncaptainswan/pseuds/hookedoncaptainswan
Summary: Runner-Up for the 2020 Clarkeman FanFiction Award for Best Canon AU!For a complete Clarkeman Fanfiction Winners and Runner-Up List see https://ladylillianrose.tumblr.com/post/642763652687134720/2020-clarkeman-fanfiction-award-winnersA fix-it for 1x09. If Zoey hadn't asked "Was that the right answer?" would Max have made a different choice?
Relationships: Zoey Clarke & Max Richman, Zoey Clarke/Max Richman
Comments: 102
Kudos: 61





	1. 1x09

**Author's Note:**

> The conversation in 1x09 made me sad/ disappointed because they both just had expectations and miscommunication and whatever I think they are better than that so here is a different way it could have gone… and then some because I got carried away. Fun fact: I wrote most of this before the fic I posted a couple days ago, and I got stuck for a while but all the lovely comments from my other fic inspired me to finish this one, YAY! 
> 
> The first bit of dialogue is directly from the episode and totally not mine.
> 
> Also the title is inspired by the Jordin Sparks song. 
> 
> Thanks again to my lovely beta typicalaveragefangirl for helping me clear some things up and giving THE BEST encouragement!

  
After Zoey’s conversations with both Abigail and Howie, she was feeling less anxious than before, so rather than listening to her Golden State Killer podcast, she was listening to her go-to: Analog Dialog. Which is how she almost completely missed Max walking up to her desk.

“Hey, I wanted to tell you something...” She could tell that he seemed hesitant but she looked at him expectantly so he would continue.

“I got offered a job on the sixth floor–”

“You applied for another job?” Zoey knew things were weird between them, but he wouldn’t seek out another job just to get away from her, _would he_?

“No, no, I was–recruited actually... by Ava Price. She wants me to manage her whole engineering team.” 

_Oh._ “That’s _huge_ Max, congratulations!”

Nodding his head he responded, “Thank you, it’s a pretty great opportunity–you think I should take it?” 

He still sounded so unsure of himself, but _why_ ? This _is_ a great opportunity, so what’s the catch? I mean sure the sixth floor has a rivalry with the fourth floor (and kind of everyone at SPRQ Point because Ava Price is notoriously scary) but that wouldn’t change anything between Zoey and Max. They have been best friends since they met and _nothing,_ not even Max getting a job at DRQ Point, could ever change that. 

“As your boss, it will be very hard to lose you—but, as your friend, how could I tell you not to take it?” 

“And what about the Zoey who sang “I’m Yours” to me?” 

_Whoop_ , there it is. She was hoping he wouldn’t ask that because truth be told… she still isn’t really sure.

“She’s… gonna miss sitting across from you every day… but—”

 _‘But’_ _what, Zoey_? She would never stop him from going after what he wants but… Wait. _Does he_ _want_ this job? And why is he asking her, what does it matter what she thinks about it? She wants to ask him all of these things, but talking at her desk in the middle of work isn’t exactly the time or place for this conversation.

“Max do you want to go for a walk?” Sure Zoey, just blurt it out. _Idiot_.

“A walk? Zoey, it’s the middle of the workday.” Oh. Right. 

“Oh um, you’re absolutely right. But—I think that this deserves more of a conversation than this.” Max looks more than a little surprised to hear her interest in the topic, _had she really been_ so _distant that her best friend was shocked at her caring about him?_ “When do you have to give Ava Price your decision?”

“Tomorrow morning.”

“Okay, do you wanna talk after work? Maybe we could grab dinner?”

“Yeah. Sure, Zo.”

“Great!”

* * *

Zoey and Max decided to grab tacos from a food truck and take a walk so they could talk more. They walked in silence until it was almost painful and Zoey decided to just jump in headfirst. “So how are _you_ feeling about all of this? The job. I mean.” 

Max didn’t respond immediately, clearly thinking very hard about what he wanted to say next when suddenly he spoke up, “I don’t know, I mean... Ava Price clearly thinks that I have the potential for good leadership skills but–” 

“Of _course_ you do!” Max looked at Zoey incredulously, “ _Max,_ I was shocked when you didn’t want the position on 4!”

“I don’t know Zoey, it doesn’t really seem like my thing. I like being a coder, I’m comfortable the way things are.”

“Not your thing! Are you kidding me? Max, you absolutely have leadership potential, you’re great at taking charge of situations when things get out of control. When Charlie backed out of the SPRQ Watch event _you_ were the one to come up with a replacement—”

“Yeah, which we didn’t end up using—”

 _“_ Not the point. _You_ got me home in the middle of chaos after Simon’s engagement party. _You_ jumped in to save me when my powers glitched in front of _Danny Michael Davis_! Max as much as Ava Price scares me, I have to agree with her on this. You are totally management material.” 

“Wow. I hadn’t thought about it that way…” Max’s mind was all over the place now. He hasn’t heard Zoey talk so passionately about him before and here she was defending him to _himself_. She probably doesn’t realize that most of those instances were motivated by saving or protecting Zoey even from herself, but he sees her point. He can be calm in a crisis. Maybe this job could be a good thing.

“Maybe you’re right Zoey. And hey, I mean at least on the sixth floor Ava Price knows my name. Joan hasn’t called me by my actual name since roll call on orientation day.”

“Okay in her defense, she thinks it’s an inside joke between the two of you… she thinks she’s being funny. She has a weird sense of humor but Joan does know your name.” 

“Weird, but fair enough. What about the rest of the team though? Other than Leif and Tobin, or you and I, most of the people on the fourth floor don’t know a thing about each other. I bet no one would even notice if I transferred.”

“I would notice. I would notice _big_ time. But… maybe you’re right about the team, maybe that’s something I need to work on as manager in the future.” Zoey realized that he had been honest about how he felt about the job and that he deserved to hear how she really felt about it now. 

“Max listen, you have to know that I don’t want you to go. Working on the fourth floor without you would never be the same. But you deserve this promotion and I want you to be successful. No, more than that, I want you to be _happy_ . And if this job will make you happy then that’s what I want for you. I mean… sure I would miss seeing your face from my desk anytime I look up but.. we would _totally_ still see each other _all_ the time. Right?” Even as she said it, Zoey wasn’t sure that would be the case…

“Absolutely!” Even as Max said it, he wasn’t sure it was the truth.

Neither of them spoke as they both looked at each other, unsure of both how they felt themselves, and also wondering what the other was thinking. After an awkwardly long pause (they used to never have awkward pauses before) Zoey wondered aloud,“Max, why did you ask me about your job offer?”

“Because you’re my best friend, what you think is important to me.” He looked like he wanted to say more, but held it in.

“And that’s the only reason? Because I’m your best friend?”

Max looked as if he were thinking for a moment, but didn’t answer. 

“I don’t know Zoey, I mean, things have been off with us lately but I’d never leave you behind. Me leaving changes things for both of us, not just me.”

And that’s when it clicked in her mind. He was doing this for her. If she asked him to stay, he would stay. If she told him she needed space, he would go. Max was putting Zoey first, again. Just like he always did.

“Max… listen. I appreciate you taking me into consideration but this isn’t about me. This job is about _you._ Please don’t make this decision, one way or another, based on me. You are always, _always_ , putting me first and thinking about my happiness and while that means _everything_ to me… I think it’s time that you put _yourself_ first and think about _your_ happiness.”

Neither of them said anything else after that. They didn’t need to. Max drove Zoey home and went back to SPRQ Point. He had to give an answer to Ava Price.

* * *

Later that night Zoey was standing on Max’s doorstep. He had texted saying that he was tired of overthinking it and had decided to give Ava Price his answer after he and Zoey parted ways this afternoon. She figured regardless of what he chose, he is inevitably _still_ overthinking it and that maybe she could help. With that thought, she knocked on the door. 

Max opened the door and surprise was written all over his face. He hadn’t expected to see Zoey again tonight.

“Zoey? What are you doing here?”

“I came to ask what you decided about the job? You said you told Ava Price already, right?”

“Uh… yeah I did.” He wouldn’t make eye contact, _that’s odd_ , Zoey thought. 

“Sooo?” 

“I um.. I took the job on the sixth floor.”

“Then I believe celebration is in order.” Zoey pulled a bottle of wine and a box with miniature bundt cakes out from behind her back. 

“Wow, Zoey thank you… but um, what would you have done with that if I had turned the job down?” He smirked so she knew he was just teasing. 

“I figured there was cause for celebration either way. If you took the job, then we celebrate your promotion. If you turned it down, we would celebrate you staying on the fourth floor.” 

They both chuckled and then came that awkward silence again. _Why does that keep happening_? 

“Anyways, look I don’t have to stay, I know things are still... off between us and you need space. I just wanted to bring this stuff and say ‘congrats’ so… Congrats!” 

“Zoey, of course I want you to stay. How about we watch a movie, how much further did you get with that Jim Carrey deep dive?”

“Well I got through The Truman Show, Man On the Moon, and Me, Myself & Irene, and I was thinking about skipping The Majestic and coming back to it because it doesn’t fall under his comedy phase so I think that puts us at… Bruce Almighty.”

“A movie about a guy who suddenly has powers and knowledge to control the world around him. That seems like something you would know a thing or two about, huh, Zo?"

Max meant for his comment to be a joke, but it came out almost bitingly he realized when he saw Zoey flinch. 

“Shit. Zoey, I’m sorry I didn’t mean it like that I just-”

“No Max, you’re not wrong I suppose. But look maybe space is what we need right now, you’re clearly still upset with me even if you didn’t mean it to come out that way.”

“Zoey no. Look, I’m still getting used to the idea of your powers and maybe I’m still a little hurt but I’m not upset with you. You came here to celebrate and if it’s alright by you I would really enjoy watching a movie, eating cake, and drinking wine with my best friend. Please stay?”

She did. They were almost halfway through the movie when Max noticed that Zoey was on the opposite side of the couch sitting with her knees pulled in so that she was nearly in a ball. He focused back in on the movie until he felt her eyes on him. When he looked at her, her eyes were boring into him but the look she was giving him was unreadable. He was sure at the time that he had made the right decision for himself in moving to the sixth floor, but now he allowed himself to wonder how it might affect his already rocky friendship with Zoey. 

“Hey Zoey, are you okay with me moving up to the sixth floor? I mean I heard what you said today but hypothetically leaving and actually leaving are pretty different things.”

“Max are you kidding? This is so exciting, I am _thrilled_ for you…”

“But?”

“But… I am gonna miss you Max.”

They sat there silence looming over them, the only sounds were low murmurs coming from the long since forgotten movie. This time, though, things were comfortable and Max was the one to break the silence.

“Maybe you don’t have to. Miss me, that is. Just because I won’t be working by your side anymore doesn’t mean we won’t see each other. I propose we resume movie nights every... _other_ week.”

“And maybe we could get lunch… 3 days a week?” Zoey added.

“Absolutely.” 

“And mom keeps asking about you coming to family game night, it’s still an open invitation.”

“Tell Maggie I’ll be there this week.” 

“So… are we gonna be okay then?” She asked quietly.

“Yeah, about that. Zoey I should apologize.”

“Max, no you don’t have to --”

“No, but I do,” Max said. He knew it wasn't Zoey’s fault that she heard him sing, she could have talked to him about it instead of pulling away but he understands why she didn’t. “I was hurt. And it was really easy to get wrapped up in how your actions impacted me, but I know that my actions had to impact you too. I pushed you to tell me your feelings because I was upset about how you found out about mine and that wasn’t fair of me. I know that this is a stressful time in your life and I’m sorry if I’ve at all contributed to that.”

“Wow…” Zoey was stunned. How Max could think he was at fault for any of her mess was beyond her. “Thank you, Max, but… I haven’t handled this well either. When I found out how you felt about me I panicked. I knew I wasn’t ready for this but I still wanted you to be happy so I set you up with Autumn when really I should have just talked to you. And when you actually told me how you felt I ran away, and told you about my powers to avoid telling you how I felt. Truth be told I still don’t know how I feel about you or _us_ and I’ve been thinking about it a lot lately and I’ve realized I’m just not in the right headspace for anything like that now… but I think when I am… maybe we could revisit this?”

“You don’t have to force this Zoey, I have been thinking about it a lot too and I don’t want you to think I _expect_ anything just because you know how I feel. I am completely okay with us just being friends.”

“Max, you’re not hearing me. I do want this -- _us_ \-- but I need to take things one step at a time.”

“Oh.” Max said dumbly. “Well... then... okay. But I’m not gonna press this anymore alright? I won’t bring it up until you tell me you’re ready to revisit this conversation. Until then, friends.”

“ _Best_ friends.” Zoey smiles. 

“ _Always_.”


	2. 1x10 Part 1

**Notes for the Chapter:**

> This story was meant to be a one-shot, but it was highly requested for me to continue it and honestly my brain wouldn’t let the story rest either. This chapter is set in the first half of 1x10. I will continue it for a few more chapters as I plan on getting us through 1x12. Hang in there with me because fix-it or not, Zoey is still going through grief and it’s gonna be rocky.
> 
> Also you will recognize a fair amount of dialogue from the episodes, it happens when writing a fix-it. All that stuff belongs to Austin and the other creators.

Zoey stood there holding her phone up to Mo showing him the instagram post she had been alerted to in the middle of the night (okay, so she hadn’t turned off her alerts for Simon yet, things are complicated _sue her_ ). 

“Oh look, he’s alive.” Mo said while walking away.

“I was getting worried. I haven't heard _a word_ from Simon since he got on that elevator with Jessica, I thought maybe she shanked him.”

“As Eddie describes it, it was very amicable. I mean, the Brits don’t scream and yell like we do.”

“Seems like Simon is finally coming up for air, it says here, ‘A new day begins. Looking forward to looking forward.’”

“See that just makes _me_ wanna shank him.”

“What do I do now? I have _no_ idea how I’m supposed to be around him. I mean he doesn’t know that I know that they broke up.”

“And I know that you know that he’s gonna run to tell you at work.”

“Not to mention the whole Max thing. I mean, I pretty much told him that I wanted to be with him… _eventually_.”

Following Zoey and Max’s heart to heart last week, things were beginning to fall back into a rhythm—or maybe they were falling into a new rhythm entirely.

“And did you mean that?” 

“Of course I did, Mo! I wouldn’t have said that to Max if I wasn’t absolutely sure that I had feelings for him…” Zoey said, knowing it was true despite being unable to understand how to process said feelings. “But that also doesn’t mean that my attraction to Simon just _disappeared_!”

“Honey Boo-Boo, you _do_ realize you can’t have them both?”

“Obviously I understand that, but what do I _do_ then?”

“Well if you really want to be with Max, you’re gonna have to tell Simon that you’re outie.”

“But Mo I _did_ that already, wouldn’t saying it again just seem… I don’t know, redundant? Or like I didn’t really mean it the first time?”

“Uh uh. Because the _first_ time you said it with the motive of not participating in a love-triangle with _his fiance_ , and _this_ time you will be saying that you are done with him entirely since he isn’t the endgame for Miss Zoey Clarke.”

“So I should just go and tell him? Mo I don’t want to bombard him with this _again_ . Should I just wait until he comes to me? And if so, _how do I react_ when he tells me they broke up?”

“You _act_ like a human would act to a human. The boy just broke up with his fiance four days ago, he’ll come to you when he’s ready. And when he does, he can say what he has to say and you can say what you have to say.”

* * *

After leaving Mo’s, Zoey went to her house to visit her family where she promised to arrange everything for her parent’s anniversary dinner. Which is why she was currently on the phone with the Maitre D and also running (no she was _literally_ running) late to work. She and the team had planned a little something for Max’s promotion and she just hoped she would get there in time to be there when it happened. 

As she stepped off the elevator and rounded the corner she almost ran directly into Max who had just collected the last of his things from his desk. 

“Oh no. Is today really the day?” Zoey feigned surprise. Of course she hadn’t _actually_ forgotten that today was the day Max moved up to the sixth floor, but the team wasn’t in place yet so she had to stall. 

“If you’re talking about the day when I move to the sixth floor and no one even looks up from their computers to say goodbye, then yes. Today’s the day.” Max said as he began to walk away she motioned at the brogrammers to _move_ _already_ , it’s now or never. 

“I’m sorry. I was gonna get you a gift… Like a fancy pen or an even fancier mouse.” As she said this she looked over her shoulder to see that the guys were all in place so she continued her statement. “But… neither of those things felt right so how about _this_ instead?” With that she grabbed Max by the shoulders and turned him to face the bull pen where the brogrammers had unraveled the banner saying “Yay Max!”.

“SURPRISE!!!” The brogrammers yelled collectively. 

“Congrats, Maxi-Pad! I hope you’ve _soaked_ _up_ enough knowledge down here to be able to run the sixth floor,” Tobin said as he went for a high-five. He realized Max’s hands were full, so he took the bin from Max and put it down so he could say goodbye to everyone.

“Good luck with the sixth floor, Max. I’m _so_ happy for you.” Leif dreared, and Zoey was pretty sure she heard Leif mumble as he walked away. “It should have been me.” Luckily, Max was so encompassed in the impromptu party he didn’t seem to notice.

“Wow, guys. _Thank you_. I was… really not expecting this, I can’t believe it.” Max said to the brogrammers.

“Dude, this was _all_ Zoey. She said something about ‘teamwork’ and ‘comradery’ or some girly crap like that, but you’re one of us man so, yeah, we’re gonna miss you.” Tobin said. “Now let’s pump up the jams!”

“Zo, is that true?” Max looked at Zoey with all the admiration in the world.

“It wasn’t _all_ me, I just gave them a task and they ran with it,” she said with a shrug. “Once I mentioned that you were leaving I could see that I wasn’t the only one who was bummed about it so when I sent you to my parent’s house last friday, I asked if they would want to do a going away party and most of them were really excited to do it.”

To get Max out of the office for them to be able to plan Zoey made a really **_big_ ** deal about having left something at her parents’ house that she absolutely needed immediately but couldn’t leave the office to get it herself because with Joan gone she was in charge of the troops—and _of course,_ Max offered to go get it for her. As soon as the elevator doors closed on Max the team started planning. 

Tobin was in charge of food, Glenn was in charge of decorations, Lief was in charge of ensuring that Glenn and Tobin actually _got_ the food and decorations, and the rest of the floor was in charge of set up (as a team building activity because Max was right, they could use it). Ironically, Zoey was put in charge of music (she decided to ask Mo to make her a playlist because her powers have made her acutely aware that she knows _nothing_ about music). 

“You deserve to be shown how much you are cared about and appreciated, Max, because you are. Even if you don’t always see it. You’re going to be a great team manager,” Zoey added. 

“Thanks Zo. You know even with all of your encouragement, I wasn’t really sure that I would be good at it, but after last Wednesday I feel ready.” 

Joan had been out of the office in the days following Max’s promotion acceptance, so while she was gone Zoey gave Max a chance at being team manager for a day. It was a trial run because even though he wasn’t saying it, she knew he was nervous about starting his new position. For the record, Zoey was never worried about him doing a good job. She just _knew_ he would be a great leader—and he proved that to himself when the fourth floor team covered two and a half days worth of work in one, eight hour workday as a result of his delegation and encouragement.

“ _Good_ Max! That’s so good. I don’t know if I’ve said this yet, but I’m really proud of you.”

“Uh yeah, Zoey, you _may_ have mentioned it once or twice.” They laughed. 

Max hung around for a bit longer until they all decided it was time to get back to work. That was when he began to walk over to his bin of belongings, but stopped and turned back to Zoey one last time, giving her the biggest hug. 

Zoey and Max had both been so afraid at first. After having so many issues recently, they feared that this job would be the straw that broke the camel’s back and they would fall out of each other’s lives for good. Now though, after having talked through everything and Zoey finally opening up to him again, their bond felt stronger than ever. Zoey was sure this was perhaps the best hug she’d experienced in her life, filled with pride, joy, friendship, and _okay, she will admit it_ , **love**. 

“Bye Zoey.” Max sighed, with a twinge of sadness in his voice.

“ _Max_ ,” Zoey whined. “You’re literally going to see me in three hours for lunch. Stop being such a sap.” And they both laughed again. As agreed, Zoey and Max had returned to getting lunch together last week just like they used to do. Without even speaking they would both come to a natural stopping point in their work at around noon when Max would walk over to Zoey’s desk as she gathered her things. They would leave to get food and return an hour later with coffees in hand and grins on their faces. They agreed on eating together 3 days a week and _today_ they were going out to celebrate. Zoey’s treat.

As Max grabbed his things and headed for the elevator he began to feel melancholy. The fourth floor at SPRQ Point was all he’s known for the past _five years_ so it felt a lot like leaving home. Hell, Max hadn’t even felt this bad about leaving his _actual_ home and family to move to San Francisco. Once he got on that elevator, he would begin a new chapter of his life.

Max was obviously unaware of this, but after they had said goodbye he began to sing a heartsong which surprisingly didn’t end when he got on the elevator. No, instead Simon exited the other elevator continuing the same song that Max had been singing when he left. _When one door closes, another opens_ Zoey thought. She had made peace with her Max issues, now she needed to do the same with Simon. Just as soon as he decides that _he_ is ready to talk, she won’t push it.

* * *

After Joan made note of the new oatmeal bar on the fourth floor, Zoey decided to give it a try. Secretly, oatmeal was one of her favorite snacks, the _only_ people who knew this about her were her mom, dad, and Max… not even _David_ knows because Lord knows the hell he would give her for loving oatmeal so much. She took a tiny taste of the oatmeal, decided it was acceptable and took a decently large bite, turned back to her work and heard a voice. 

“Good morning” Simon said, leaning toward her.

“Oh, Simon.” _Shit_ , she thought. Talking with your mouth full Zoey, _real_ smooth. “Hey, hi...there.”

“Hm. Sorry we didn’t talk earlier. I was.. in my own world. Uh… Jessica and I broke up.” Zoey gasped.

“No way!” She whispered. “Seriously?” She said with the intention of surprise, but lacking enthusiasm?

“That’s a terrible surprised face.” Simon noted, looking thoroughly amused.

Zoey wrinkled her nose in acknowledgement before Simon continued.

“Well I just wanted you to know: wasn’t your fault. Jessica and I had some issues we couldn’t resolve. We fought all the time, starting way before you and I met. And at the end of the day, we just wanted the other person to be happier.” _Interesting choice of words_. 

“I’m sure that was really difficult, and I want _you_ to know that --”

“You wanna have dinner tonight?”Simon interrupted.

“Um.. it’s not too soon?” Zoey asked.

“No, I think it’d be good for us to sit down and really discuss stuff. Plus I just moved into my new place, love for you to see it.”

“Wow, okay, so, uh… Just you and me at your new apartment?” This didn’t seem like a good idea, it could only end poorly. She wants to be with Max, but then why does having dinner _alone_ with Simon sound so enticing?

“Is that okay?” Simon asked. _No_ , Zoey thought.

“Uh, sure. Why not? I agree we should definitely… discuss some things.” Yeah. She will go over to his place, they will have dinner, and Zoey will explain to Simon that they _really_ shouldn’t be together. 

“Great. See you tonight.”

 _Shit_ . _What did I just agree to? This cannot end well_. Zoey decided she needed to call Mo and ask him for advice. 

“Mo, I think I may have played it a little _too_ cool about Simon and Jessica’s breakup because now he and I are having dinner tonight at his new apartment, _alone._ ”

“Girl I _know_ you did not agree to being alone with that _fine_ , recently single man whom you’re still attracted to.”

“Ugh, Mo I did agree to it but I don’t know why. My mind was telling me that this was an awful idea that can only end badly but my heart was telling me otherwise.”

“Hate to break it to you Zo-lo but that wasn’t your heart talking. Look, take some time to get your head on straight and keep your wits about you. Have dinner, say what you need to say, and _get out_ of there. Do not let yourself get reeled back in by his charms. Honestly you shouldn’t even do it at his apartment if you don’t want Max getting the wrong impression.”

“I know but I already said I would go, it’s too late to back out now.”

“Good Luck, Zoey.” _Uh-oh._ Mo not using a nickname only means danger.

* * *

Ever since her call with Mo, Zoey had been attempting to take his advice and get her head on straight but so far she was failing. Therefore, she had instead put on her headphones to listen to another episode of _My Favorite Murder_ (she had been listening to this fairly often lately, true crime calms her). Trying To get some work done was made especially difficult, however, since Leif and Tobin had yet to retrieve Max’s code. She did what work she could until Max appeared in front of her at her desk, reminding her of the day just last week when he first asked her about his promotion. 

“Hey Zo, whatcha listening to there?”

“Just some jams while I attempt to work.”

“Zoey you don’t listen to ‘jams’ so you really need to stop trying that with me.” Max looked at her knowingly and grabbed her headphones, pausing to listen for a second. “This is a podcast on the Zodiac killer suspects, so what’s up?”

“What do you mean? Nothing’s up.” She hoped he wouldn’t see through her, but knew that ultimately he would. 

“Zoey you told me just a couple of weeks ago that true crime calms you, so what has you so messed up that you need to listen to--” He pauses to listen for another second. “My Favorite Murder? Seriously that’s the name of the podcast?”

“Hey! Don’t judge. Karen and Georgia have gotten me through some really tough times lately, alright?”

“And today that tough time is…?”

“Oh, _I don’t know_ , just the first day in five years that my best friend and I haven’t worked ten feet away from each other. No biggie.” Truth be told, that wasn’t what had her so torn up, but as she said it she realized it wasn’t a lie either. There had already been countless times today that she had looked up from her work to make a face at Max or to complain about being stuck on a part of the code only to realize he wasn’t there. 

“Oh yeah.” Max looked guilty at her admission. _Dammit_ . She hadn’t meant to make him feel bad about it, but he had been pressing about why she was upset and she didn’t want to tell him about her dinner plans with Simon so she deflected _again_ and it upset him _again._

“Max I’m sorry, I don’t want you to feel bad about it, it was just… it was harder than I expected it to be. That’s all.”

“I get it Zoey. Today hasn’t been easy for me either, it’s just been so _busy_ and _different_ that I haven't had much of a chance to realize that.. this is how it’s gonna be from now on.” 

“Well, I wanna hear everything about your first day _after_ we’ve gotten our food. Where do you wanna go? Your choice, I’m treating.”

“Zoey you don’t have to get me lunch, we have celebrated like four times already.” Okay so maybe she had been going a little overboard on celebrating his promotion, but she has been a sucky friend as of late and she’s trying to make it up to him. Plus he deserves to be shown how important he is to her, dammit. 

“Ah, ah. No arguing. Just choose a restaurant and off we go.”

* * *

Max ended up choosing _her_ favorite restaurant (yes, she noticed, but she wouldn’t point it out if he wouldn’t) for lunch and as they were eating Max told her about his speech to the troops. He said it didn’t start well, but that he recovered gracefully with his charm and they loved him already. Even Ava Price seemed to be pleased with the progress they had been making this morning, but that there was a hiccup in everything when Leif and Tobin wandered up to the sixth floor to retrieve his code. Max explained what went down between Ava Price and Leif and how Leif had walked right into her trap for starting a Bake-Off over the Chirp. The guy was so freaking full of himself that he didn’t even realize what had happened until it was too late. 

“Wait, so you’re seriously not gonna give us the code back?” Zoey asked, giving Max the most incredulous look.

“I can’t! I had fully intended to, but I work for Ava now and she gave me specific orders not to give my code to Leif or anyone else from the fourth floor.”

“Woah so now she’s just ‘Ava’? Jeez, who are you anymore?”

“Calm down okay, she’s much less intimidating than everyone gives her credit for.”

“Calm down?? You’ve been up there for like four hours and suddenly you do everything she says?”

“She’s my boss, Zo. It’s literally my job to do what she says.”

“But Max—”

“Zoey, I don’t like the situation anymore than you do, in fact I probably like it even less than you do. The fourth floor is my home Zoey, I feel like I’m betraying everyone down there, but it doesn’t matter because I am a leader on the sixth floor now and that means I have to be an example and prove that I will stand by my team. Now, if you don’t mind I think we should talk about something else. I really don’t want work to come between us.” 

She had to admit that seeing Max so passionate about his new job did make her happy. Even if it meant they were now working against one another.

“You’re right, I don’t want work to come between us either… So…. movie night is tomorrow. What do you want to watch this week?” Zoey asked, changing the subject.

They talked for a while longer until Max picked up the check while Zoey wasn’t looking. They briefly argued until they agreed that they would trade off paying for lunch so they wouldn’t have to argue about it every time they went out (how it took them five years to figure out _that_ arrangement, no one knows). Then they walked back to work and both felt a wave of sadness wash over them once again when the elevator reached the fourth floor and only one of them made a move to get off.

* * *

It was five minutes until eight and Zoey was standing outside of Simon’s apartment taking deep breaths and trying to convince herself not to cancel. _Chill Zoey. You guys are just friends, who are about to have dinner together despite the fact that there is definitely still chemistry that you no longer want to pursue because you apparently have feelings for your best friend who you most definitely did_ not _tell about dinner with Simon at his apartment…_ alone _… just the two of you… but it is gonna be A-OK because you are going to_ tell _Simon that you_ do not _want to pursue anything with him anymore because ---_

“Wow, you look nice.” She was stopped mid-spiral by Simon standing at the door. How long had he been standing there while she was so caught up with her meltdown that she hadn’t even noticed him open the door?

“Thanks,” She responded lamely. “I brought you a fern. Because I have no idea what’s appropriate right now and I thought it seemed… neutral.” In all honesty she knew it was only appropriate to bring a gift, but alcohol or flowers seemed romantic and kitchen towels seemed really bland and ingenuine, regardless of whatever has been going on with them she’d like to believe that they are at least friends so she decided a house plant was the way to go. 

“Hmm.” He acknowledged as he let her through the doorway. 

“Not bad.” 

“Well, all the apartments here are pre-furnished. That’s why all my neighbors are widowers and divorcees. I do get a lot of nods of understanding and hugs. Do you want a glass of wine?”

“Actually could I just get a glass of water instead?” Wine was decidedly _not_ helpful if Zoey was trying to keep her wits about her as Mo had instructed.

“Oh, sure. Let me just grab that for you.” Simon said moving into the kitchen. 

He came back into the room carrying two glasses of water, one for each of them and held his up as a toast.

“To looking forward.” Simon offered.

“To… looking forward.” Zoey echoed. 

They stood there awkwardly just sipping their waters until Simon gestured to the couch and they both sat down. However, then they were just _sitting_ there awkwardly instead so Zoey thought she would attempt to breach the silence.

“So… here we are.” 

“Yeah, we sure are.” Simon responded, sounding eager. Zoey could tell that the air suddenly felt thicker than it had moments earlier and she knew she needed to speak up soon, but just as she opened her mouth to speak Simon beat her to it. 

“So I have a teeny bit of bad news…” _Maybe I don’t need to worry about it. Maybe he just wants to be friends too._

“Then I’ll only be a teeny bit worried?”

“I couldn’t find my pasta strainer so I think I’m gonna have to use the tennis racket method.” 

_Dammit._

“Isn’t that the best way to serve?” Zoey asked, hoping he wouldn’t notice her distress.

“Ooh. Mmm. Yeah. _Well_ I will be right back. You make yourself at home with these magazines that came with the apartment.” He said while getting up to finish making dinner. 

“Will do.” Zoey said before decidedly going back into her spiral from earlier. _Shit. Simon definitely thinks this is a date, which is definitely_ **_not_ ** _what it is unless—oh no, did she really agree to a date with Simon without realizing it? She should have known better, they have been skirting around this for months and just when Jessica is out of the picture now Max is officially in the picture and Max is the guy Zoey wants to be with not Simon. Simon is just an attraction, and just like any of the other guys she has ever dated before, Simon wouldn’t last._

Just as Zoey was having an emotional revelation she heard a familiar tune _—wait familiar?—_ Zoey doesn’t know any music so how would any song ever sound familiar to her? She got up and walked into the kitchen and realized that the song she was hearing was the very first heart song she ever heard Simon sing. That’s when she realized that yes, she had her own reasons for not wanting to be with Simon anymore, but more than that she realized that _Simon_ isn’t ready to be starting anything yet either. 

Zoey knew she should stay and have that conversation with him while she was feeling motivated and confident, but she didn’t want to kick him while he was down so she decided to leave tonight and talk with him in his office tomorrow at work, and with that thought she grabbed her purse.

“Hey the spaghetti’s gonna take a few more minutes.” Simon announced.

“I think I should go.”

“What, why?”

“I just don’t think I should be here right now.”

“Did I do something wrong?”

“No Simon it’s just.. look I’m not in the right place for this and you... you just keep on singing the same old song.” 

As Zoey walked out of Simon’s building, she got a text from Mo.

**Mo: Max was just at your apartment looking for you…**

**Mo: which leads me to believe you didn’t tell him about your little dinner with Simon**

**Mo: don’t worry I didn’t say anything. but you better the next time you see him. that boy can** **only hold on for so long**


	3. 1x10 Part 2

**Notes for the Chapter:**

> Okay guys, here is part 2 of episode 1x10… I must warn you that I am trying to keep relatively close to the original storyline, my ultimate goal here has been to create more honest communication between Zoey and others/herself however she is still in the midst of the grief process which means you can probably anticipate the angst that is about to occur…. #sorrynotsorry *hides* 
> 
> Also you will again recognize a fair amount of dialogue from the episodes, it happens when writing a fix-it. All that stuff belongs to Austin and the other creators.

“You just heard your first full reprise, that's  _ amazing _ !” Mo marveled as Zoey let him into her apartment.

“If it was ‘True Colors’ maybe, but why did it have to be ‘Mad World’?” Zoey whined.

“Because it  _ is _ a mad world.”

“Don’t you get it, Mo? After everything that has happened over the last few months, all the emotional ground we’ve covered, it really seemed like Simon was in a good place. But nothing’s changed, he’s still  _ exactly _ how he was when we first met.”  _ Still wallowing in his grief. The guy clearly needs to take a break from dating to figure his shit out; I mean who breaks off an engagement and then four days later is  _ actually  _ ready to jump into something new??? _

“Look we tried, but if you ask me that boy has been nothing but drama since minute one. So I think it’s high time you get off the Simon train and get on with your life. Like maybe moving on to that other guy, you know the one you have  _ actual _ feelings for? Now what was his name…?”

“Ha. Ha. Mo.” She deadpanned.

“No.. that wasn’t it, good name though! Oh  _ I remember _ , his name is Max! Yeah,  _ he’s _ the one who was at your front door looking for you last night, hmmm.”

“Look Mo, I am trying to figure the Max thing out alright. But that doesn’t mean that Simon doesn’t need our help.”

“You still don’t seem to get it Zoey, so let me spell it out for you: Simon. Needs. Help.” He used his hands to emphasize each word.

“I know that’s what I’m--”

“Bup, bup.” He cut her off. “Not  _ our  _ help. He  _ needs _ the help of a licensed professional with no personal stake in how he turns out. Max on the other hand has his head on straight, he is kind, caring, has a surprisingly decent body, and would  _ literally  _ move heaven and earth for you if he could.” Mo was tenderly complimenting Max and Zoey was both amused and a little irritated at the fact that Mo was saying these things as if Zoey didn’t already know them to be true.

“Yes, Mo, I’m very aware of Max’s many wonderful qualities. But that’s not the point here.”

“Then what is the point, hmm? You are all over the place baby girl, you need to choose a guy and stay there.”

“I  _ have  _ chosen one, Mo! I’ve already chosen Max and I would choose him a thousand times over because the truth is that there was never a choice to begin with! But while we’re on the subject of picking a guy, let me point out that  _ you _ have been just as back and forth this whole time. You have encouraged me to go after both of them at one point or another, and self-proclaimed which ‘team’ you were on constantly, not to mention that  _ you _ were the one who told me last week that Simon wasn’t a bad guy but that he was just confused!”

“You’re exactly right Zoey, I did say that. I have been enabling you, and I am not proud of it, but I’ve made a change. So no, I am done watching you bend over backwards and forwards again and again for a man-child who’s clearly unavailable for anything. I can’t help you if you won’t help yourself.” He said, strutting out of Zoey’s apartment.

“Fine, I’ll figure it out without you!” Zoey slammed her apartment door, but quickly realized with embarrassment and irritation that she now had to walk out that very door to leave for work.  _ Won’t help myself _ . Can’t anyone see that she’s trying here? It’s not like her life is exactly easy right now. Her dad is dying, her best friend is now her work rival but also the guy who loves her and who she…  _ has feelings for _ . Plus, work is now a high stress environment because they are not only competing against their own timeline, but also that of the sixth floor. Which is why no one can blame her for the week she’s about to have—okay, maybe they can blame her a little bit.

* * *

The moment Zoey stepped off the elevator and onto the fourth floor Joan made a beeline toward her. Joan was going on and on about the bake-off -- which she of course already knew about thanks to Max -- and how Max won’t return the files because ‘Ava must have her claws in him.’ Suddenly she and Joan, and  _ apparently _ all of the brogrammers, were headed to the sixth floor for what Tobin referred to as a ‘smackdown.’  _ This can’t be good _ .

The moment they rounded the corner and walked into the bullpen Zoey made eye contact with Max, neither one was really sure what was happening and both with a twinge of fear in their eyes at being in the middle of a Joan/Ava smackdown. Even Zoey didn’t know what Joan’s endgame was for being up here until she spoke.

“Max, you’re coming with us.” Max shot Zoey a confused glance at Joan’s words, but Zoey just shrugged.

“No, he’s staying right here.” Ava fired back.

“What’s going on?” Max asked, looking around at... well, at  _ everybody _ in the room.

Joan and Ava ignored his question, continuing their argument like a game of ping-pong until Zoey heard the beginnings of a song. As Joan and Ava were singing something that Zoey could only assume was called ‘The Boy is Mine’ her only thoughts were A) Joan is a Boss and Zoey would follow her into a battle anyday, and B) Max is  _ never  _ going to believe this when she tells him later tonight.

“Woah, guys, guys, please! Doesn’t anyone care about what I think?” Max’s words were timed perfectly with the final notes of the sing-off. “This is my code. Which floor I work on and where I bring it should probably be my decision.”

“I agree with Max.” Zoey said, while holding her hands up in surrender. She looked at him and could see the gratitude in his eyes. They were having a moment until Joan cut it short with an abrupt chuckle.

“Well, it’s not really up to  _ you  _ guys.” 

“Then again, I would  _ hate _ for an employee of mine to be unhappy. So Max, please, tell us what you would like.”  _ Oh, she’s good _ . Zoey took mental note that Ava is an opportunist: she offered Max a job at a pivotal time for the fourth floor, and when Joan falters Ava pounces.

“Yes, tell us…” Joan stuttered, realizing her mistake.

“Well, to be honest, a big part of me was considering going back to the fourth floor. I mean, the code originated there and that team has been my home for five years.” Max paused and shot Zoey an apologetic look, before continuing. “But, I like it here up on the sixth floor. Here I get the chance to empower my team just like Zoey does for you guys on the fourth floor, and… I can’t very well do that from four, so me and my code are gonna stay right here on floor six. I wish you guys the best of luck.”

* * *

Around lunch time Zoey was gathering her thoughts and decided she needed to deal with the Simon thing. Only now she has Mo’s voice rolling around in her head saying things about ‘Simon being unavailable’ and ‘being drama from minute one’ and that only frustrated Zoey again, but she was already at Simon’s office.  _ It’s now or never _ . 

“Normally people at least try my cooking before they run off like that.” Simon joked seeing her walk through the door.”

“I see you. I hear you.. I’m not saying I handled it well.” Okay so maybe she had researched some therapy techniques for active listening in preparation for this talk.

“Care to tell me what was going on there?”

“Well, you know that thing about how I just.. know how to read you?” Zoey paused, allowing him to nod in acknowledgement. “I could tell that you weren’t in a great place last night.”

“You could tell that huh?”

“I could.”

“I thought I was covering it pretty well.”

“You weren’t.”

“I really wanted it to be a nice night. But.. right before you came over, my mom called out of the blue.”

“I don’t think you’ve ever mentioned her before.”

Simon explained that his mother was getting remarried and how Simon doesn’t blame her for his father’s suicide, but how he also doesn’t  _ not _ blame her. He’s mostly just upset that she’s moving on so soon and he doesn’t really know how he’s feeling about everything,  _ shocker.  _ That was the last straw for Zoey, who decided to just bite the bullet and come out with what she had to say.

“Or maybe you’re just totally stuck?” Simon looked at her incredulously. “I don’t mean to be insensitive, it just feels like we have been covering this terrain for a long time now and…”

“Suddenly there’s a time limit on grieving.” He said taken aback at this sudden turn of events. “I’m a little confused Zoey, I guess I thought that of all people that  _ maybe  _ you could understand this.”

“What, this... this  _ endless  _ grieving of yours? Yeah, no. Simon, it’s  _ boring _ .”

“What the hell does that even mean?”

“It means… aren’t you tired of it? Come on, you must be tired of it. You’ve been carrying around this weight for months and months. Isn’t it time you just… stopped licking your wounds and move on?” 

“You know what Zoey, you haven’t a clue what it means to lose someone. Your father is still here. He isn’t  _ gone _ yet. How  _ dare _ you judge my grief?”

“I’m just saying it already cost you your relationship with Jessica.” Zoey began to raise her voice. “And let’s talk about that shall we? You guys haven’t even been separated for  _ a week _ and you are already moving on? What does that say about her? What does it say about you? What about--”

“You think you’re so perfect Zoey?”

“I don’t think I am perfect.” She rolled her eyes.

“No, no. You  _ must _ think you’re perfect.” Simon said, suddenly looking larger than he ever had so that he was looming over her. “I mean, what does it say about  _ you _ Zoey, that you accepted my invitation to dinner?”

“I’ll have you know, I only accepted your invitation so that I could tell you --”

“No. You’re the one with a trail of destruction following you everywhere you go. Matter of fact, word on the street is that your best friend moved to the sixth floor because even  _ he  _ couldn’t stand to deal with you anymore!”

“You _really_ don’t know what you’re talking about Simon. _Max_ _and I_ are better than ever. _He_ is ‘looking forward’ _unlike_ _you_! All you do is look back! You act like you have it _all together_ , but you’re a faker Simon!” Finally Zoey realized she needed to _stop_ feeding into this bullshit, so she lowered her voice and continued. “Listen, I told you last week and I stand by it now, I am _done_ with… _whatever_ this is. Personally, I think you need to take some alone time to figure out your shit, but… I guess that’s up to you.” _I can’t help you if you won’t help yourself_. Mo’s words from earlier echoed in her mind as she left Simon’s office, grabbing her things and leaving the building. She needed a _break_.

* * *

_ That could’ve gone better _ , Zoey thought to herself. God, what was wrong with her? She full on attacked Simon. Wasn’t the point of leaving his apartment last night that she wouldn’t kick him while he was down? And then she went and did that anyways, in the middle of work no less. I mean sure, most people were gone for lunch, but anyone that was still on the floor would have definitely heard them. 

She decided that to calm herself down, she would go visit her parents for a little while so that she wouldn’t be in such a bad mood when Max came over for movie night later. Zoey told her mom all about her week and how she and Max are in a weird limbo state both in friendship and at work, plus Simon being a jerk (okay yes, she was also a jerk), the bake-off, and her fight with Mo this morning. Maggie suggested a massage, or one of her plants, but Zoey just wanted to work through it. It’s probably just exhaustion or something, nothing to worry about. Once she had calmed down a bit, she went back to work and tried to get some work done so she would have one less thing to worry about.

* * *

Zoey had just put the popcorn in the microwave when she heard a knock at the door, where she found Max. They hadn’t officially decided on a movie yet, so Max had brought with him three options. 

“So here are our options: we have an angsty teen throwback ‘10 Things I Hate About You,’ the musical genius that is ‘Pitch Perfect,’ and the terrifying thriller ‘Don’t Breathe’?”

Frankly, Zoey wasn’t keen on any of those options because Rom-Coms really aren’t her thing, her life is a musical so she couldn’t care less about musical movies, and she really hates scary movies. Ultimately she chose ‘10 Things I Hate About You’ figuring it was the harmless option, knowing that she and Max would likely talk through the movie anyways. How could she have known that it was possibly the most harm _ ful _ of the choices? 

As the movie started they talked about work and how the bake off was coming for their respective floors. Theoretically, they shouldn’t be talking about it to anyone from the opposing floor much less the opposing team manager, but Max and Zoey didn’t care about something trivial like that. They trusted one another and agreed to be professional. 

“Wait, they were having a song and dance battle... over _ me _ ?” Max asked when Zoey told him about the musical number she had heard earlier today.

“Uh, huh. Both of our teams were participating too. It’s times like those when I really wish I could report these things to HR.”

“And what song did you say it was?”

“I think it was called ‘The Boy is Mine’ or something like that.”

“Oh. My. Gosh. I  _ loved  _ that song when it came out! Lee got so tired of hearing me sing it, he threatened to tell our father that I was gay if I didn’t stop.” 

“Well, then I guess dreams came true today.” They laughed and returned their attention to the movie. By this point, Cameron had just been shot down by Bianca for Joey, and Kat had gotten herself drunk at a party so Patrick had to take care of her. Not long after, Patrick serenaded Kat in front of a bunch of students. They didn’t realize it but both Max and Zoey were finding this movie to be oddly relatable for different reasons.

Somehow, despite this being a romantic comedy, Zoey hadn’t expected there to be  _ so much _ kissing. Don’t these movies typically save the big kiss for the  _ end  _ of the movie? 

Speaking of the end of the movie, when it came time for the ‘big moment’ at the end Zoey heard a familiar song. She was confused until she heard the lyrics and froze. 

_ I want you to want me _

_ I need you to need me _

_ I’d love you to love me _

_ I’m beggin you to beg me _

It was more up-tempo for sure, but it was undeniably the song Zoey had sung to Simon when she was glitching. Neither Zoey nor Max made a move or said a word, honestly Zoey was pretty sure she didn’t breathe until the credits had finished rolling and the screen faded to black. They had talked about most everything that had gone wrong in their relationship over the past few months, but her glitch in front of Simon was decidedly  _ not _ one of those things. 

“Hey Zo, um… where were you last night?” Max was the first to speak.  _ Well at least we’re still not talking about the glitch. _

“What do you mean?” Zoey wasn’t really sure why she acted oblivious, thanks to Mo she already knew that Max had come by last night. 

“Well I went to this new restaurant last night for dinner and one of the dishes sounded like something you would really like and I know that you never really cook so… I came over last night to bring you food but Mo said you went out. So.. where were you?”

Zoey knew she should tell him the truth but she was so afraid he would be upset. Just as she made up her mind to tell him, her phone rang.  _ Saved by the bell _ . 

“This is the restaurant for my parent’s anniversary dinner, I need to take this. Can we talk tomorrow?” Zoey hoped to god he would say yes so she could figure out a better way to tell him about her almost-dinner with Simon.

“Sure Zoey. Have a good night, alright? I’ll see you tomorrow for lunch.”  _ Lunch.  _ Zoey realized in horror. She and Max were meant to have had lunch together today, but he never showed. Zoey assumed that he, like her, had been hard at work on the Chirp but was it possible that he had come to get her on the fourth floor but heard her fight with Simon instead? If he had, then surely he already knows where she was last night when he came by, so was he asking her as a test of her honesty or did he really not know?

“Yeah, um.. lunch. Goodnight Max.” And with that Max walked out the door and Zoey answered her phone, praying that  _ something _ would go right for her this week.

* * *

The next day passed in a blur. Zoey was racking her brain all day trying to figure out the best way to tell Max about her dinner with Simon. Looking back she knows she shouldn’t have even accepted his dinner offer, even if her intentions were only to tell him she had moved on. And no, nothing happened while she was at his apartment, but the Simon thing was already a touchy subject with Max and she didn’t want to hurt him.

Once again she was listening to her favorite anxiety relieving podcast  _ My Favorite Murder _ when Max came to pick her up from lunch, but this time she noticed him approaching since the entire fourth floor was on alert that he was there, afraid it had something to do with the bake-off. 

“Hey, ready to go to lunch?” Max asked.

“Yeah, just let me pause my podcast.” Max quirked an eyebrow at that, but didn’t comment this time. “Annnd.. ready. Sorry it was getting really interesting, they were talking about the Black Dahlia and ---”

“Zoey,  _ more _ true crime podcasts? Are you alright, should I be worried?” 

“I’m  _ fine _ Max, there’s just been… a lot going on this week. You don’t need to-- look I’ll be fine okay?” She realized she couldn’t tell him not to worry about her because she wasn’t completely sure that he shouldn’t, but she also didn’t want to admit to him -- or herself honestly -- that he should worry. 

“You know if you need to talk about anything, I’m always here.” Of course she knows that. He’s  _ Max _ . He’s the most steadfast guy she’s ever known, save for her dad of course. 

“Thanks Max. Honestly though, I’m pretty sure it’s just exhaustion and being overwhelmed. I’ll get past it soon enough.”

“Yeah, not sure I’m buying that. It is, however, my turn to buy lunch so let’s get going. We can talk on the way.”

* * *

Unfortunately, neither of them ended up making it out of the building before getting calls from their respective bosses. Apparently  _ both _ floors had an urgent glitch in the systems that was undoing progress on the Chirp, so that was one more thing to worry about on top of  _ everything else  _ going wrong in her life this week. 

So naturally after the awful day (week, if we’re being honest) she’s had, she wanted to draw some comfort, and perhaps some sage wisdom in the form of a heart song, from  _ the _ most important person in her life. Only when she got to her parents house to talk to her dad, she could sense something was off. After calling Howie into the room she discovered her dad had been given a sedative and that had been the last straw for Zoey. She screamed at Howie, all the while knowing he was only there to help, and then continued lashing out when her mother pulled her into the kitchen. 

Zoey had successfully hurt almost everyone in her life in the matter of 48 hours,  _ nice work Zoey _ . Her words to everyone began echoing in her head. 

_ Isn’t it time you just… stopped licking your wounds and move on? _

_ I’m tired of everyone acting so sweet and polite all the time! _

_ I’ll have you know that Max and I are better than ever.  _

_ I’ve already chosen Max and I would choose him a thousand times over because the truth is that there was never a choice to begin with! _

More than anything in that moment, all Zoey wanted to do was clear the air with Max. Sure, they have some things to talk about, but he said he would be there if she needed anything… _ always _ . He’s used that word a few times with her and coming from Max, Zoey is inclined to believe that he means it. So as she was on her way back to her apartment, she called Max and asked him if he could come over.

* * *

Zoey was pacing across the floor, trying to forget  _ everything  _ that had happened this week because honestly she just couldn’t take it anymore! Hearing four solid knocks on her front door she practically ran to open it, and the moment she saw Max’s face and heard the concern in his voice all coherent thoughts left her. The only thing she could think of was how  _ good _ she felt whenever she was with Max, and how no matter what was happening he was always there to make it better for her. 

“Hey are you okay? You sounded pretty upset over the phone, what can I do---” His questions were cut off by Zoey grabbing his shirt in her tiny fists and kissing him hard. Max’s natural reaction was to grab Zoey by the waist and walk her back into her apartment, shutting the door behind him as he kissed her fiercely… Until he came to his senses and realized that this was very out of character for Zoey. Not to mention he was hurting and from what he could tell,  _ so was she _ . So he pulled away.

“Zoey?” He said, as she continued to kiss him while maneuvering them into her bedroom.

“Hmm?”

“Zoey, I think we should talk about this.” 

“No talking. I just want to forget.” She pushed Max onto the bed, quickly climbing to straddle his waist and continue kissing him.

“Forget? Zoey, what--” He asked, pulling away again.

“Max! Just shut up and kiss me. I want to forget all the bad stuff.” Zoey said, rolling her hips into him. Max groaned, but resisted. Knowing that this probably wasn’t how either of them wanted this to happen.

“Zoey, what?” He asked between kisses. “Zoey. Zoey, stop!” He picked her up, off of himself and sat her next to him on the bed.

“What the hell?” She demanded. 

“I don’t understand what’s happening here. Can we talk about this first?” He requested, standing up and moving away from the bed.

“You said you were here if I needed you, ‘always’. And right now, I  _ need you _ Max.” Zoey moved toward him, but he stepped away. 

“Oh, now you need  _ me _ ? Because apparently two days ago you  _ needed _ Simon?” Zoey’s blood ran cold.

“Excuse me?”

“Zoey, I know you were at Simon’s apartment the other night.” Max said defeatedly.

“Oh so when you asked me where I was, was that a  _ test _ ? Do you really have that little faith in me?”

“Can you blame me?  _ Were  _ you ever going to tell me by the way because you’ve had several chances and you never did.”

“I was  _ trying _ to find a way to tell you that wouldn’t hurt you, Max!”

“No need. You went didn’t you? Less than a week after implying that you wanted to be with  _ me _ . Simon just waltzes back into town and you go running back to him. There’s nothing about  _ that _ that doesn’t hurt.”

“Max that’s not even what happened!”

“You know what Zoey, don’t worry about it. I guess somehow I bought that whole ‘I’m not in the right headspace, let’s revisit it when I am’ thing, but it is  _ still  _ just about you being hung up on another guy!” At this point, Max was walking toward the front door and Zoey followed him. 

“You don’t even know what you’re talking about! And what ever happened to ‘I won’t bring it up until you’re ready’? Hmm?”

“Oh well  _ excuse me _ for mistaking you  _ kissing me _ for a sign that you were ready to talk about it! God! It’s always one step forward and two steps back with you. I don’t even know who you are anymore!” 

“I’m _ supposed  _ to be your best friend. You know, the person whose side you’re supposed to take? But I guess loyalty means nothing since you sided with the sixth floor  _ twice  _ after being there for less than  _ two days _ !”

“ _You_ are questioning _my_ loyalty? After _everything_ with Simon and your glitch?” So he _had_ recognized the song from the movie, of course he had.

“Let me make something very clear: I  _ never _ lied to you about my feelings for Simon—you knew from the beginning how I felt. And yes, I withheld some things from you based on an irrational fear that I have already apologized for, but you need to stop projecting  **_your_ ** fears about settling onto me! Because by the way, maybe you’d like to know that I ended things with Simon  _ last week _ !”

Max ignored the jab about his habit of being complacent and instead focused on something else: his jealousy. “Oh and that’s why he invited you over  _ two days  _ ago? Jeez, Zoey I can’t listen to this anymore--”

“But you’re  _ not  _ listening Max!” Zoey shouts as Max opens the door to an irate Mo.

“ **_ENOUGH!_ ** ” Mo yelled. “You two, come with me.  _ Now. _ ” When neither Max nor Zoey made a move, Mo continued. “I said  _ come  _ **_on_ ** .”

Mo strutted into his apartment, with Zoey and Max trudging behind. 

“How did you hear us fighting?” Zoey asked, trying to break the uncomfortable silence that Zoey hated so much.

“Child, they heard you in Oakland.” Zoey rolled her eyes at this, like a petulant child. “Now listen to me, we are going to do the only rational thing there is to do at this moment. And I don’t want to see you two holding back or marking, do you hear me?” Mo asked.

Zoey and Max glared at Mo, but reluctantly nodded their agreement to his request albeit unsure of exactly what was happening. Mo turned on the stereo and it was so loud that Zoey noticeably flinched. Despite their fighting, Max’s reaction was to comfort her, but he resisted knowing that she was fine. 

Mo began to dance to the upbeat Icona Pop song, spinning around until he noticed that he was the only one moving. 

“I’m not doing this for me. I’m not the one who woke up the entire neighborhood--”

“Isn’t this  _ keeping up _ the entire neighborhood--” Zoey shouted over the music. 

“Shut up and dance,  _ Zoey _ !” Mo enunciated each word with a clap of his hands. 

Slowly, Zoey began to bob her head which morphed into her just jumping and stomping around  _ almost _ to the beat of the music. 

Max on the other hand, is usually a happy and semi-decent dancer, but tonight he was kind of just flailing his arms everywhere trying to release the bad energy, as he understood to be Mo’s intent.

Mo was actually dancing like a normal human being, mostly just finding amusement in Max and Zoey’s so-called ‘dancing’ attempts.  _ White people _ . But at least they were moving now, so he accomplished his goal. Mo had definitely never seen such an aggressive side to Zoey, even when they had argued earlier in the week.

Eventually when the record ended Max and Zoey were drained of any and all energy so they thanked Mo and walked back over to Zoey’s apartment. Zoey went into her room to change and get Max one of his sweatshirts that had been left behind at some point, while Max filled a couple of glasses with water so they could hydrate. They sat on her couch together in a surprisingly comfortable silence as they drank their water and their breaths evened out.

“Feeling any better?” Max asked.

“I am exhausted! And exhilarated, and thoroughly depleted, so… yeah? How about you?”

“Yeah, I’m… about the same honestly.” And there was that silence again. “We said… some things to each other. Things… I wish we hadn’t said.”

“I agree. I’m sorry Max. I honestly don’t know what’s gotten into me. I screamed at a poor maitre d, and Howie, even my mom.”

“You’re dealing with a lot right now Zoey, I mean hell that’s what we talked about last week. You’ve got your dad, things at work escalated insanely this week, you and I were just getting back to normal and then me leaving changed them again… and Simon came back this week…”

“Okay first of all, Simon is the  _ least _ of my worries right now. But yeah, pretty much everything else you said is spot on. I guess I’m just overwhelmed and instead of talking about it I let it get to me --”

“And you’re lashing out at whoever is in striking distance.”

“I never sought out any of the fighting though, it just… it’s like there’s this rage just boiling under the surface and one wrong step sets me off.”

“Anger is a textbook stage of grief, Zo. It’s not surprising that you’re so angry, but it will subside eventually.”

There was a break in the conversation and Zoey knew she needed to clear the air, now she had her chance.

“Max will you let me explain about Simon?” 

“We really don’t need to, Zoey…”

“I think we do. Can you please just hear me out?” Max nodded, a pained look of apprehension on his face. “I really did tell Simon that things were over between us, last week before you even told me about your new job, and I meant it. I refuse to be ‘the other woman’ and I hate the part I played in that scenario in the first place, no matter how I felt before. Then you and I talked about  _ us _ and I need you to know that I meant everything I said to you, Max. I wouldn’t have said it if I wasn’t absolutely sure that you were the man I wanted.” 

In that moment, Max’s face was so full of hope, Zoey was terrified that she would say the wrong thing but she pressed on. “I only went to Simon’s apartment to tell him that I really was done with him.”

“Oh…”

“Yeah, well that was the plan anyway until he started singing again. And I left without even having said what I needed to say,” Zoey said. She knew she had to keep going—she owed Max the entire truth. “And then the next day I went to his office to talk to him, but I ended up yelling at him instead, which is apparently becoming a bad habit this week.”

“Actually I heard you and Simon fighting. I came down to see if you wanted to get lunch but I heard him say you’d accepted his invitation to dinner and I didn’t really want to hear anything else.” Max stared at the couch cushion, his fingers playing with the hem of his shirt.

“Well then you missed the most important part! While I was yelling at him—and wow I really need to stop yelling at people because honestly if I don’t then I won’t have anyone left to talk to let alone yell at—and, anyway, I told him that you and I were better than ever. That I wanted to be with you. And I know you might not believe me… but, oh! Maybe we can go talk to Mo. The other day when I was yelling at him I said I would pick you a thousand-”

“Zoey! You’re rambling.” 

“Oh. Um, sorry. I uh, I guess my point in all of that is that I still am not sure if I am ready for something this serious… but that maybe, with time, we could go from whatever we are… to something  _ more _ .”

“Yeah?” 

“Yeah.” They smiled at each other for a few moments, the conversation coming to a natural end until Zoey had a thought. “Oh, and Max? I  _ really  _ like kissing you.”

**Notes for the Chapter:**

> HUGE shoutout to my beta typicalaveragefangirl for her help with this chapter. I wrote and rewrote Max and Zoey fighting so many times but I could never get it to feel right, but she helped me to make it just right! 
> 
> Thanks for reading!


	4. 1x11

**Notes for the Chapter:**

> Thank you all for your feedback on this fic. This one-shot-turned-multi-chapter was the first thing I felt inspired to write for Clarkeman (or anything in 3 years) and the responses have made me want to do it even more! You guys are awesome. This chapter is gonna be fluff to make up for the angst in chapter 3.
> 
> Also you will again recognize a fair amount of dialogue from the episodes, it happens when writing a fix-it. All that stuff belongs to Austin and the other creators. 
> 
> The song in this chapter is Jump Then Fall by Taylor Swift! Here is the link if you want to listen   
> https://open.spotify.com/track/08gavXombT6KR0af88i9tA?si=qBSEdL2oQmqlw0EhM_83TQ

Zoey walked into SPRQ Point already exhausted from the family field trip to the cemetery, but her day was only beginning. As she got on the elevator she was joined by Max and Leif.

“Good morning.” She greeted drearily.

“Afternoon, actually.” Max responded, with confusion in his gaze.

“Oh wow, you’re right. You wouldn’t believe the day I’ve had so far.” 

“That bad?”

“Worse.”

“Well hey, I’ve got a few minutes left on my lunch break. We could talk about it if you want?” He offered.

“That would be great, but I’m way behind on my part of The Chirp and I need to check the team’s progress. Leif, any progress on the bake-off?” Zoey asked, turning now to her left. 

Leif didn’t respond, but instead glanced over Zoey’s head at Max, smirking as he answered. “I think you could say… yes.” 

“Leif you don’t have to be so secretive, Max is professional, he’s not gonna run and tell Ava whatever we say.” 

“Actually Zoey, I hate for you to find out this way…” Max started hesitantly. “Leif’s actually on my team now.” 

“What?” She looked between the two of them, Max looked sheepish and Leif looked smug. “Ava can’t _ steal _ our best programmer in the middle of a bake-off!”

“She didn’t steal him, he came to me.” Max shrugged apologetically.

“It’s true.” Leif jumped in. “Both that I came to him  _ and _ that I’m the best programmer.” He said, showing off his access card.

Zoey rolled her eyes at Leif’s ego and shook her head. “Whatever, I really don’t have time to worry about this right now I have to go. Max, can we talk after work?”

“Definitely. And Zoey?” Max said as she was stepping off the elevator.

“Yeah?” She briefly was reminded of her comment to him a few nights prior and hoped he wouldn’t say anything in front of Leif.

“Chin up. Just take things one step at a time.” He grinned and winked at her, making her blush and smile in return. They both understood the significance of his comment, but Leif surely wouldn’t. As the elevator doors closed, she took a deep breath and turned around ready to face the day.

* * *

After  _ attempting  _ to help her mom to make some more funeral decisions and stopping by Mo’s, Zoey texted Max to let him know that she was home if he was still wanting to come over. He replied immediately that  _ of course he still wanted to _ and that he would be there shortly. Mo had allowed Zoey to take the wine and straw with her so when Max arrived to an open door, he walked in to see Zoey sprawled on her couch drinking a  _ large _ glass of red.

“Are you… drinking wine with a  _ straw _ ?” He asked, trying to get a smile out of her. 

“Why yes I am. Georgia and Karen have failed me so this is what I have become.”

“Georgia and Karen, who --- from your true crime podcast?”

“Yep. Murder podcasts aren’t particularly helpful when you’ve been spending time at a cemetery… it’s actually just really morbid and creepy.” 

“Is that where you were this morning?” Max asked with concern in his eyes. “I guess I didn’t realize things had gotten that bad…”

“Honestly we should have done it way sooner.” Zoey sighed, sitting up. “Mom is overwhelmed by all the decisions that have to be made and I don’t blame her, it would be a lot if dad  _ weren’t _ actively regressing. Just being there, surrounded by all of those coffins made me feel like the life was draining out of me, ugh.” She shivered and then took a long drink. 

“Is there anything I can do to help? I hate that you guys even have to worry about this stuff right now.” Hearing Zoey talk about her life draining out of her made Max’s stomach turn—he couldn’t  _ imagine _ what Maggie was feeling after 40 years of marriage. 

“No, no don’t worry about it. I’m just.. talking, you know?”

“Zoey I can see how much this is bothering you, are you sure there’s nothing I can do? Even if you just need me to be there as moral support, I  _ want _ to help.”

“Max I can’t ask you to do that, you’d be missing work and your team needs you. Especially in the middle of a bake-off, you’re your teams manager and they---”

“They will be alright without me for a few hours. We’ve made some incredible progress and I think that we can afford my being absent for a half day tomorrow. If you need me, I’m yours.”

Zoey smiled and Max smiled back at her. He probably didn’t mean to reference her song to him this time, but it still makes her feel warm and tingly inside.

The rest of the night went on comfortably, and as Zoey and Max talked they slowly moved closer together until he was holding her in his arms and a wave of peace washed over Zoey making her feel in that moment that everything was okay. They fell asleep that way on Zoey’s couch, wrapped in one another’s arms, and content smiles on their faces.

* * *

Zoey woke up in the middle of the night realizing the position they had fallen asleep in was comforting, but not necessarily comfortable. She nudged Max awake offering that they could move to her bed so as not to cause permanent damage to their necks, but he decided to go home so that he could get ready at his apartment the following morning. Zoey smiled and nodded, but part of her wished he had stayed.

Max had told Zoey he would pick her up before heading to the funeral home in the morning, but she insisted that since it was closer to his apartment that she would just meet him there so he didn’t have to drive through traffic twice. 

When they arrived at Birdsong Memorial for the second time that week, Dale was as chipper as he had been the day before.  _ How does this place not get to him? It makes me feel  _ wrong _ to even think of anything remotely cheerful _ . 

“Well I hope your mom’s alright.” Dale remarked.

“Yeah, it’s just a lot to handle so we’re doing everything we can to try and help make things a little easier.” Zoey replied.

“Funny. That’s one of our mottos here at Birdsong.” Dale turned to Max, holding out his hand to shake. “I’m afraid we haven’t met, my name is Dale. 

“Dale, nice to meet you. I’m Max.”

“And your relation to the family is?”

Zoey and Max both looked at the other with wide eyes, not really sure of how to define their relationship anymore. They both floundered for a few moments before David jumped in.

“Max is a close friend of the family. He has spent practically every holiday and family dinner with us for the past five years.” David looked at Max and Zoey with confusion and a  _ tad _ of judgement for their odd behavior, but Emily just smirked as she walked past them into the chapel. 

Dale went on to talk about the Memorial Chapel, he and Emily going off on a tangent about The Crown until David asked to see the grounds. 

“A man on a mission. I like your style, my friend. Now if you act today I can get you a great deal on a family plot with up to six places in it.”

“Dad, Mom, Zoey, Me, Em--” David listed aloud.

“Oh I’m not going in the ground.” Emily argued.

As David and Emily argued over whether or not their vows applied to the afterlife, Zoey’s thoughts drifted off to who that sixth person would be. There was a part of her that logically wondered where her’s or David’s children would be buried if they were all in one place, but the sentimental part of her hoped that she would spend her life with Max by her side and that he would be buried next to her.  _ Wait,  _ **_what_ ** ? Where did that thought come from? Zoey has been decidedly taking things slow with Max, so why is it that she suddenly can’t imagine  _ anyone _ else by her side for the rest of her life?

As she was weighing the meaning of her thoughts, she heard the beginnings of a song from outside. Zoey was vaguely aware that Dale was showing David and Emily out to the golf cart, but she knew she needed to stay and listen or the song would haunt her. Max tapped her on the shoulder though proving that time was indeed still moving during this heart song.

“Zoey? Are you alright, Dale wants to give us a tour of the grounds.”

“I’m fine…” She debated whether or not to tell him what she was hearing until she remembered, _ 100% honesty _ . “I’m actually hearing a heart song.”

“Right  _ now _ ? From who, there’s no one here.”

“Do you see that lady outside?” Zoey asked, nodding toward the woman. He nodded as well.

“What is she singing?”

“I’m not sure exactly, maybe ‘You Know How I Feel’? She keeps repeating that and some stuff about birds and the sun in the sky and things like that.”

“Feelin Good?”

“No, Max. I am not feeling good, it’s much more difficult to help people with things if I don’t even know the song or what it’s about.” She huffed.

“No, Zoey. I think the song she is singing is _called_ ‘Feelin Good’. It’s a classic, and a bunch of people have covered that song. Sometimes it really amazes me how much music you _don’t_ know.” Max chuckled.

“Oh… um. Yeah, I think she may have said ‘Feelin Good’ at some point. She has a very nice voice. But I don’t get it, she’s standing in front of a grave how could she possibly be feeling good right now?”

“Who knows? Do you want to go talk to her?”

“It doesn’t sound like she  _ needs _ help right now, I think I can get away with putting it off. We really need to catch up with Dale, David, and Emily.”

“Let’s go then.” Max said, leading Zoey out to the cart. She couldn’t help glancing back at the woman though.

* * *

After leaving Birdsong Memorial, Max dropped Zoey off at her parent’s home so that she could talk to Maggie about how their visit went. Max arrived at work to find that his team was  _ killing it _ , and later Zoey arrived to find…  _ Tobin _ killing it? Interesting. She also noticed someone new working at Max’s desk… only to discover that it was  _ Joan _ , could this day get any weirder? Apparently so because Joan wanted to get drinks at a  _ karaoke bar _ , of all places. Not that Zoey minded, she actually found that she enjoys spending time with Joan.

Zoey was touched that Joan is encouraging her to take time to spend with her dad and not stress about work. That doesn’t mean that she  _ won’t  _ stress about work, but she appreciates the thought. Just as she and Joan were about to order another round, she saw Max walk in with…  _ Leif _ ? 

Zoey gave Joan a heads up that Leif and Max had walked in and were heading toward their table.

Max and Zoey greeted each other warmly, while things were a little more short and uncomfortable between Joan and Leif. Max explained that he and Leif were  _ attempting _ to bond after a not-so-bad day at work. Max could sense that Leif was flailing in his conversation with Joan, so Max decided to throw him a rope and offer that they go grab their drinks. 

Leif signed up for karaoke and it was  _ very  _ uncomfortable to watch, however not too far into his song Zoey heard an acoustic guitar intro for a different song and suddenly she heard Max’s voice.

_ I like the way you sound in the morning _

_ We're on the phone and without a warning _

_ I realize your laugh is the best sound _

_ I have ever heard _

Zoey giggled.  _ She giggled _ ?! Who was she all of the sudden?

“How are you not watching this?” Joan asked, snapping Zoey out of it momentarily, but Max continued singing so she returned her attention to him.

_ I like the way I can't keep my focus _

_ I watch you talk, you didn't notice _

_ I hear the words but all I can think is _

_ We should be together _

Max walked over to Zoey, caressing her face with his hand causing her to smile.

_ Every time you smile, I smile _

_ And every time you shine, I'll shine for you _

“I really thought he was over me.” Joan whined. 

“Yeah he’s definitely not over you.” Zoey confirmed, turning back to Max. “And Max…”

_ Whoa, oh, I'm feeling you baby _

_ Don't be afraid to _

_ Jump then fall _

_ Jump then fall into me _

As he sang that line Max leaned onto the bar in a move resembling a pushup, _that was hot_. He then turned to face her again with his head resting on his hand and his elbow leaning on the bar, a dreamy look in his eyes.

_ Baby, I'm never gonna leave you _

_ Say that you wanna be with me too _

_ 'Cause I'mma stay through it all _

_ So jump then fall, jump then fall into me _

_ Jump then fall into me, into me yeah _

As Max finished his song, he and Zoey locked eyes with the brightest smiles for one another. Until Joan interrupted again.

“Do you want to get out of here? I already paid the check.”

“Um, I think I’m gonna hang out for a bit, are you alright?”

“Suit yourself. I just can’t listen to this while he’s looking at me anymore.”

“Well, thanks again for bringing me out tonight, I really appreciate you telling me about your mom.”

“Anytime, just remember what I said, Red. Night!”

“Night!” Zoey shouted before making her way over to the bar where Max stood.

“So how is ‘bonding with Leif’ going?”

“Based on the interactions he and I have had today, I’m gonna take a wild guess and say that him moving to the sixth floor has something to do with Joan. He’s really hurting over this.”

“Clearly.” Zoey deadpanned, glancing over to where Leif was now stumbling back over to the bar.

“Listen he’s already had a few drinks, I think I’m gonna get him home. Do you want some company tonight?”

“Love some. Are you going to need help with Leif?”

“Nah, I’ve got this. I’ll meet you back at your place.”

“See you soon!” Zoey said, kissing Max on the cheek as she walked out of the bar trying not to overthink what she just did.

* * *

On her Uber ride home, she ended up overthinking  _ everything _ from that day. From Max’s heart song to her kissing him on the cheek, all the way back to their visit to the funeral home and how she had only been able to picture Max by her side for the rest of her life. 

Obviously by now, she knows that she has feelings for Max. She never would have gotten his hopes up if she hadn’t been sure that she cared for him as more than a friend, but more than anything she is still terrified of losing him from her life. It’s an irrational fear, of course, hell there was always a chance she could lose him regardless of if they stayed friends or became more. Why was she  _ so afraid _ of losing him though? What makes him so different from every other guy she’s ever been with?

Max said it best when he called her past relationships “unnecessarily complicated, exhausting for everybody, and the opposite of good”. Zoey was  _ terrible _ at letting people in and even worse with anything relating to emotions, which caused for a pretty significant disconnect with all of her exes. Instead she had let attraction guide her heart in the past, which is precisely why she fell for Simon…

Suddenly, as she was walking up the stairs to her apartment, Zoey had an epiphany. The reason all of her past relationships have failed were because they were all based solely on attraction which, while necessary, is not the only important thing. Good relationships require trust and vulnerability, but most importantly love.

Max has always been the person she turns to, she’s never hidden anything from him (until her powers, of course) and in the face of everything, he’s stood by her. Max could never be like any of her past flings, she won’t ever lose him because of some “awful, terrible breakup.” Their bond is so much stronger than something as trivial as that. Max is her person, her forever… 

_ I have to tell him _ , was her last thought as she drifted to sleep on the couch.

She felt strong arms lifting her up, rousing her from her slumber. She quickly realized that she had fallen asleep before Max showed up.

“Max?”

“Shhh, it’s me. You can go back to sleep.”

“But I have to tell you something.”

“It’s okay, you can tell me tomorrow. I’ll pick you up for lunch.”

“Oh… okay.”

“I’ll lock up on my way out, goodn---”

“No,  _ wait _ .”

“What is it?”

“Stay?” 

“Okay Zo, I’ll be on the couch if you need me.”

“No. Stay here, with me.  _ Please _ ?”

Max sighed and slid his shoes off, climbing into bed next to where he had laid her. He could never say no to Zoey.

“Thank you.”

“Always, Zoey.”

“Night, Max.”

“Night.”

* * *

Zoey was a ball of nerves  _ all day _ , unsure of how to tell Max that she was ready to take the next step in their relationship. She distracted herself by setting her mom up with Deb and with work, but her murder podcasts weren’t helping her through this one either. At one point Max, Ava, and the rest of the sixth floor team all showed up on the fourth floor and Zoey got a tad concerned, she couldn’t handle another ‘smackdown’ today.

“Hey Zoey, you have any idea what this is all about?” Tobin asked her.

“No, but if Joan and Ava want to talk to all of us together it’s either about The Chirp or it’s the first sign of the apocalypse.” She walked over to Max. “Do  _ you _ know what’s going on?”

“No clue.” He said as he motioned for her to take her seat. 

Turns out the bake-off was over and their teams would be working together for the remainder of the project. (Zoey would later find out from Joan that Leif had been smuggling code from the sixth floor to Tobin, which was how they had been keeping up with so little man-power. Joan had protected Leif’s job, but Zoey asked Joan to look out for Max as well in case things went south with Ava.)

As the sixth floor team was leaving, Ava and Joan called Max and Zoey over to let them know that they would be working together a lot more now that the teams were collaborating on The Chirp. Before Max left, he pulled Zoey aside.

“Are you alright, you look tense?”

“Huh? Oh yeah, just a lot on my mind… will you come over again tonight?”

“Always, Zo, you know that.”

* * *

Max had texted Zoey letting her know that he would be stuck at work late shutting everything down for the night, something he takes great pride in and makes sure to mention  _ often _ by the way. She didn’t mind though, it made her happy to know that he seemed happy with his new job. Things just felt  _ right _ for them right now… Well other than the fact that they aren’t really a  _ them _ yet. 

There wasn’t even a reason for Max coming over tonight, they had just gotten into the habit of going to one of their apartments after work each day since they weren’t spending hours on end mere feet from each other everyday. So when he walked through the door Zoey was in a pair of sweats and a NASA tee, makeup foregone, and a glass of wine in her hand, but Max thought she was as beautiful as ever. 

“So what’s on tonight?” Max asked as he took a seat on the couch by her. 

“Nothing worth watching. I have been scrolling for over thirty minutes, the only thing I’ve seen that we would even remotely care about is Pitch Perfect which you’ve seen a thousand times. And before you say it, I  _ know _ you want me to see it, but don’t you think I hear enough music everyday?” She says with a pointed look, only to see his puppy dog eyes staring back at her.

“You know I only want you to see it because it’s my favorite.”

“Yes, yes. I know. It’s your favorite and I’m your favorite person and you love to talk about it with me, but I get bored and never make it to the end of the conversation because I have no clue what you’re talking about.” 

“Zoey, you practically quoted one of Beca’s lines just then! Pleeeease. Just this once?”

She conceded and they turned on the movie, although it was already part of the way in, so Max had to catch Zoey up on everything. Just like the nights before, they ended up snuggled together. Tonight, Zoey’s head rested on Max’s chest while her mind was imagining what it would be like if this was her life. She knew that it was ultimately in her hands, and she had made up her mind that she was done waiting. Slowly, she raised her head looking at Max.

“You’re not watching the movie.” He admonished.

“Sorry.” She replied, feeling scolded until she remembered what had pulled her attention away. “Max.” She waited until he looked at her, then she cupped his face with her left hand and kissed him softly.

“Why’d you do that?” He whispered, in awe.

“Because I felt like it.” She grinned. 

“Oh.” He nodded. “Do you feel like this?” He pulled her closer to him and kissed her again, more fiercely than before. She climbed onto his lap, movie long forgotten. They kissed for a while until they needed to come up for air. They both stood, Max claiming he needed water and Zoey wanting to grab a sweatshirt then promptly following him into the kitchen. Where they both took long drinks from their glasses of water until Max spoke.

“So not that I mind, because for the record I really enjoy kissing you as well, but… what happened to one step at a time? That didn’t feel like taking things slow, and if that’s not what you want that’s alright, I just… am a little confused?”

“Yeah, I guess that deserves an explanation.” Zoey said, nervously chuckling. She took a minute to gather her thoughts and then began. “Spending the last few days at the cemetery has made me  _ acutely _ aware of time and… how precious it all is. A year ago, I never would have imagined this is where I’d be.. right now. Which just goes to show that anything can happen. And.. if I had to die tomorrow I don’t think I could stomach  _ not _ being with you, or knowing that I never let myself take a chance on us.” Max held out his hand and pulled her toward him. 

“Zoey, I know where we stand on this. I don’t want you to rush you, I’m fine with just taking it one step at a time--”

“Well maybe I’m not anymore!” Zoey shouted, cutting him off. She lowered her voice and placed her hands on his chest, speaking calmly now as she looked Max in the eyes. “I know what I said and I meant it when I said it, but… it just feels like we’re delaying the inevitable and, and wasting  _ time _ ! And I don’t ever want to have any regrets with you Max because I love you and I just want to be with you.” 

Max looked with awe at the woman in front of him, the woman he loved, the woman who loved  _ him _ . His smile grew as he processed her words. 

“You  _ love me _ ?” He asked, reading her face intently. Zoey’s face brightened immediately.

“Of course I love you. I didn’t realize it at first, or for a long time really, but that’s why I’ve been so afraid to lose you! Max you’re one of the most important people in my life, you’re the first person I want to talk to when something happens to me, and I trust you more than anyone.. other than  _ maybe _ my parents. I love you.”

“Zoey that’s.. I just… god I love you too! And I  _ love _ hearing you say all of that. And  _ believe _ me I don’t want to fight you on this, but… I don’t exactly think that you were wrong before for wanting to be in the right headspace.”

“I know, and I’ve thought about that. It’s just… things are only going to get harder for me from here on out so if we are waiting for me to be in a ‘better’ headspace then we will be waiting awhile and I just don’t think I can go on for that long knowing how we feel and not doing anything about it. So… if you still want me Max, I’m yours.” She finished, grinning at him, knowing that he understood.

“Zoey Clarke, I cannot imagine a day when I wouldn’t want you.” Max said, pulling her in by the waist to kiss her. This kiss was so different from the others. This kiss was joyful and sloppy since neither of them could stop smiling. The angle became a bit uncomfortable though due to the height difference so Max picked Zoey up and spun her around for a moment before they finally broke apart, Zoey’s head coming to rest on Max’s chest and his head laying atop hers.

“So… Zoey. Um, well with everything you said tonight I guess that means I should… I mean I wanted to know… Dammit I’m messing this up. What I’m trying to ask is if you would let me take you on a proper date tomorrow night?”

“But tomorrow is movie night.” Zoey frowned, with a cute furrow in her brow.

“Either way it’s going to be you and me, what’s the difference?” He responded with mirth in his voice.

“Well yes, of course I want to go on a date with you, but we  _ have _ to watch a movie when we get home.” 

“It’s hard to argue with that. Deal.” They both smiled at one another for a moment until Max made a move for the door. “Well it’s ah-- it’s getting late, I’m gonna head home for the night.” He grabbed his jacket and opened her door, turning to smile at her once more. 

“Max wait!” He did as she asked, a mixture of concern and surprise on his face. “Um… I was just wondering if you’d stay here again tonight?” His smile grew and he shut the door, walking toward her once again. 

They both got ready for bed and once they had laid down Max pulled Zoey into his arms.

“You know, I’m happy you keep wanting me to stay over but can I ask why? Why now I mean?”

Zoey was silent for a moment, long enough to where Max thought she might have already fallen asleep. 

“Being in your arms makes me feel safe. Like.. the rest of the world stops and I don’t have to worry about anything as long as you’re holding me. Usually my mind doesn’t ever stop moving and I swear you’ve never seen anything crazier than the inside of my head, but whenever I’m in your arms it all just… stops. You make me feel like everything will be okay as long as you’re here. Peace, I guess, is the best way to describe it.”

Max hummed in response. “That’s how I feel whenever I’m with you Zoey. I love you so much.”

“I love you too. Night Max.”

“Goodnight.” A good night, indeed.


	5. 1x12

**Notes for the Chapter:**

> Here we go guys, the last chapter! To preserve the integrity and honesty of the last episode, I’ve decided to leave Mitch’s death and the family’s scenes from 1x12 alone. Thank you all so much for your support on this work, it really got me excited about writing which I can honestly say has never happened in my life.
> 
> **Please check the warnings, there is some explicit content in this chapter. If you would like to skip the smut, there will be asterisks before AND after that part of the story, you won’t be missing anything plot-wise.**
> 
> Also you will again recognize a fair amount of dialogue from the episodes, it happens when writing a fix-it. All that stuff belongs to Austin and the other creators.

Zoey woke up in Max’s arms for the third time that week, feeling rested and... dare she say it: _happy_. She also noticed that unlike most mornings where she shoots up to her alarm, when Max stays over she drifts into consciousness slowly and peacefully. With her head resting on his chest she could feel the rise and fall of his breaths, making her smile. She began tracing patterns mindlessly on his hip, waiting for him to wake up.

“Mmm, good morning.” Max mumbled, the sleep and his smile both evident in his tone.

“Good morning.” She responded, her fingers still moving across the skin where his shirt had risen through the night

“Have you been awake long?”

“Nope. Just a few minutes.” Zoey raised her head to look at Max, _god he’s gorgeous_. She smiled at him before reaching up to kiss him softly. 

“Hmm. Yeah, I _really_ enjoy that.” Max grinned. His eyes roamed across Zoey’s face as he brushed his fingers through her curls. “I love you.”

Zoey giggled, _what was it about Max Richman that can make her giggle_? “I love you too.”

“You know if you keep asking me to stay over, I’m gonna have to start packing a bag because while I don’t mind going back to my apartment every morning it means less time with you before work.”

“You might want to get on that then.” Zoey said, patting his chest as she got up to get ready for the day. She was so happy and carefree, she wasn’t even surprised when she started singing while brushing her teeth. What surprised her was _what_ she was singing about! 

_I see the bad moon rising_

_I see trouble on the way_

What? No. Everything was fine. Nothing could have happened in the fifteen minutes she has been awake to make her feel like bad things were going to happen. For once in her life she felt _good_.

_I see earthquakes and lightnin'_

_I see bad times today_

“Um, Max are you still here?”

“Yeah, why?” He said as Zoey walked out to where he was putting on his shoes in the living room.

“Did you just hear me singing?”

“What? No. Were you just singing? Oh no, are you glitching again?”

“Ugh, I think I am! I don’t get it why would I be glitching now, I feel _fine_!”

“Okay, okay. Don’t worry, we will figure this out. For now let’s be calm about this and if you sing again just let me know and I’ll help you, alright?”

Zoey sighed as he pulled her into a hug at her front door. With her head on his shoulder she could see her reflection in the mirror.

_Don't go around tonight_

_Well it's bound to take your life_

_There's a bad moon on the rise_

“AHA! It happened, did you hear that Max?”

“What are you talking about Zo, you weren’t singing just now…”

“What? No. Yes I was!”

“Um… _no_ you weren’t.”

“But-- that’s strange, I thought-- thought I was singing. Maybe this is a different kind of glitch? I -- Max! I only heard myself singing when I was looking in a mirror! Do you think that could mean something?”

“Maybe, I suppose that’s possible. Do you know what you were singing?”

“I’m gonna say something like ‘Bad Moon Rising’ or ‘Bad Moon on the Rise’?”

“Well that doesn’t sound good.” Max said, examining Zoey before asking. “Are you sure you’re alright?”

“ _Yes_. I feel great! Maybe it’s like a sign or something that something bad is _going_ to happen? I don’t know, don’t worry about it, I’ll let you know if it happens again. I’ll see you for lunch?”

“Definitely. Just call me if you need anything?”

“Of course. And Max?” She called as he opened the door. “I love you.”

Max smiled and kissed her forehead. “I love you too.”

* * *

After her newest glitch, Zoey began to wonder what the song meant. _Is this about my date with Max_? No, no of course it isn’t about Max. She had finally moved past her concerns about trying with Max, and there was no way that was what her heart song was warning her about…. right? 

She had already gone to check on her parents and aside from her mom losing her ring down the drain and a near miss with the disposal (seriously, those things are _so_ dangerous) everything was just fine at home, her dad was actually having a _good_ day. Mo was having a creative block but Zoey had already done her part to try and fix that, even though she’s _pretty sure_ 90% off is unrealistic it would definitely do the trick. Joan was dodging Danny Michael Davis’s calls, so that could have something to do with her ‘bad moon’ she supposed. 

Or _maybe_ , she thought as she walked into the bullpen, her ‘bad moon’ could have something to do with Leif’s return. 

“Well, well, well. Look who’s back.”

Leif just shrugged and turned back to his work so Zoey walked over to his desk.

“Are you seriously ignoring me right now?”

“No! I just already know what you’re going to say and I don’t want to hear it.” For what it was worth, he seemed actually remorseful for his actions, so Zoey toned it down a bit.

“Listen, I get why you did it, but after all you’ve done to build up your career I just don’t understand how you could take a risk like that?”

“Because The Chirp was my idea. Mine and Joan’s concept. And I wasn’t going to let Ava Price take that from her-- **_us_ **.” He amended. 

“Corporate espionage like that violates the ethics code in your contract, if it weren’t for Joan you could have been fired. Hell, Max could have been fired for bringing you up to the sixth floor! How could you do that to yourself, or to _him_? And what about Tobin, you got him involved too?”

“Look, I _get it_ Zoey. I’ve already been read the riot act so could we please just… stop… talking about it? Please?” Zoey nodded and began to walk away before Leif added. “For the record… I never intended to put anyone else’s job at risk. Only mine. Max is actually a pretty cool guy when he’s not waiting on you hand and foot all the time… Tell him I’m sorry?”

“Wow, that was… _almost_ a compliment for him. But sure, I’ll let him know.”

* * *

For lunch, Max took Zoey down the street to their favorite Thai place where they just happened to run into… Simon. _Bad Moon, is that you?_

Max and Zoey ordered their food and while they were waiting, Max began telling Zoey about how Ava confronted him about the Leif situation this morning. Ava basically threatened to fire him if he ever allowed anything like this to go unnoticed again…. Or at least, that’s what Zoey thought he was saying. 

She was a bit distracted since Simon was dancing around them singing a song about being jealous. _Serves him right_ , she thought as he finished his song and carried his food out the door. She couldn’t help but smile at the realization that she didn’t really care if Simon was jealous, she had Max and he’s all she wanted and needed. 

“Zoey… are you still here?” Max asked, bringing her out of her head.

“Yes. Every word… okay, well, most words.” She grimaced. “I’m sorry! I was hearing a heartsong. If it makes you feel any better though, Simon is totally jealous of you.” Zoey offered, taking a bite of her spring roll.

“Not sure that makes me feel better, but I appreciate the effort.” 

“So wait, but Ava threatened your job? Can she even do that?” 

“I mean she _is_ my boss, she definitely has the power to fire me. Honestly, I am a little surprised she didn’t just fire me today, she seemed angry enough. That whole ‘let’s make peace’ thing yesterday was a total act.”

“I’m sorry Max. Are you gonna be okay working under her still?”

“Yeah. Honestly I’m not all that worried about it, I should have seen Leif coming from a mile away, but most people would never risk something like he did.”

“I talked to him about it today. He said he was sorry, he never meant to put your job at risk. He just wanted the Chirp to stay with Joan. Honestly he seemed like he meant it too.”

“I can’t say I blame him. It’s not like it never crossed _my_ mind.”

“Wait. _What_?” Zoey gaped.

“Well, yeah. I mean you were having such a tough time and your team was down two, sometimes three people. The fourth floor is home to me, so... yeah I considered passing code to you. I never worked up the nerve to go through with it though.”

“ _Maaax_ ! Are you crazy? Promise me you’ll never, _ever_ do anything that reckless.” She said, hitting him on the shoulder a few times for emphasis.

“Hey now, I didn’t go _through_ with it! But if you had really needed me to, I would have. You have to know by now, that I would do anything for you.”

“As sweet as that is, I don’t want you risking your job for me. You’re already two floors away and I won’t have you going any further. Got it?”

Max just smiled to himself at her protectiveness over him. “Got it.”

Just as they were about to head back to SPRQ Point, Zoey got a text from David.

**David: EMILY’S IN LABOR!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!**

**!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!**

“Oh no. Oh no, no, no, no, no.”

“Hey what’s wrong?”

“Uh, Emily is in Labor and I’m just really on edge about everything today because of my glitch this morning. I’m going to the hospital to make sure everything is okay.”

“Do you want me to come with?”

“Don’t worry about it. You’re on thin ice with Ava, I don’t want to make things any harder. I’ll keep you updated.”

“Okay, if you’re sure.” He replied hesitantly.

“I am. I’ll see you tonight?” Zoey brightened, causing Max to light up as well.

“It’s a date.” He winked. “I’ll pick you up at 6. And Zoey, don’t worry about Emily. Everything is going to be alright.” 

“Thanks Max. See you tonight.” She said, giving him a quick peck before leaving the restaurant.

* * *

Turns out Emily was in fact _not_ in labor, false alarm thank goodness. With that settled Zoey returned to work where she saw Danny Michael Davis talking in the conference room with Joan, _uh oh_. Zoey went in to check on Joan once Danny had left the building and while Joan said many times that she couldn’t give details yet, she did tell Zoey that A) it wasn’t anything bad, or at least not for either of them, and B) that if and when Zoey felt up to the task she may be called upon for a promotion of sorts. 

She even ran into Simon before leaving work. Zoey tried to apologize for the way she had attacked him but he deemed her apology unnecessary acknowledging that his behavior had been less than admirable and that he has since started seeing a therapist.

* * *

As the day went on and things kept going _well_ , Zoey got more and more anxious, assuming that the only thing left that could go wrong could be her date with Max since she had already checked off all of the other important boxes. Dad: good today, Mom: seems happy, future nephew: still cooking, work: improving, Mo: fine, Simon: fixed. 

She isn’t really sure what else could go wrong unless her heart song was literal and there was going to be another earthquake. _Honestly, if a minor earthquake would make her powers go away the same way she got them she wouldn’t mind it as long as no one got hurt._ Conflicted both emotionally and fashionably, Zoey turned to Mo.

“Hey there Zo-ltar!” Mo said with a grin.

“I take it you aren’t upset with me anymore?”

“You’d be correct. _What_ is going on with your hair, child?” 

“ _I_ have a date with Max in one hour.”

“You finally locked down your man-candy, good for you.”

“Yeah and I could use some help getting ready if you have any of that creative _Mo_ -jo in you…”

“It _just_ so happens that Eddie and I resolved our issues, and in a way I owe it to you for your meddling and your powers hearing my inner truth even if I _did_ tell you to stop listening.” He went on as he walked into Zoey’s apartment moving straight to her closet. “Okay so what is the vibe we are going for here?”

“Ummm… I don’t know. I mean... it’s Max, but it’s a _date_ with _Max_ so… honestly just something more than my sweaters and collared shirts, but nothing that makes me look like I’m trying too hard because he will definitely notice.”

“You seem pretty calm about going on this date for someone who has been warring with her emotions for the past few months.”

“Yeah, well I _was_ calm. This morning my powers glitched but not like last time. This glitch felt like a warning or an omen of sorts. I sang ‘Bad Moon Rising’ but pretty much everything that could have gone wrong today, went _right_ and this date is the only thing left and I am so afraid that the song was about my date with Max.”

“The only thing that can go wrong with this date is you worrying about it so much that _you_ cause things to go wrong. It happens. Bad energy, bad juju. Here, wear this. This color looks _divine_ on you, your hair is fiery and your eyes are **_POPPIN’_ **!” He handed her a soft pink, knee length dress and a pair of low heels. 

Mo began to fix the mess that Zoey had attempted to do with her hair instead loosening the curls and pinning hair back on the left side of her face, otherwise letting it fall naturally. 

“You’re done, take a look.” Zoey did as she was told, stepping in front of a mirror (and hoping she wouldn’t sing at her reflection again).

“Mo, it is safe to say that your artistic block is officially in the past. Thank you.” Just then they heard a knock at the front door.

“Ooh, and just in time too. I get to see his reaction.” Mo pursed his lips and raised an eyebrow for emphasis. 

Zoey walked into the main room, opening the door to find Max looking hot as hell and also like he was having trouble breathing—which, to be fair, she was too. He was wearing a two piece navy suit, with a melon colored undershirt. Both of them stood there grinning and making heart eyes for nearly a minute before Mo apparently got bored.

“Aaaand, my work here is done. Now I have a sailor to attend to. You crazy kids have a good night okay?”

“Bye Mo.” Max and Zoey said at the same time.

Max was the first to speak once Mo was gone.

“Zoey, you look… _extraordinary_. God, you’re gorgeous.” She flushed at his words, and she’s pretty sure she did some weird, creepy laugh thing too. Zoey wasn’t used to Max complimenting her, sure he had given her compliments before but always sandwiched with a jab to make her feel more comfortable since she normally doesn’t even like compliments. Turns out she doesn’t mind it coming from Max.

“Thanks, Max. And you look…” _Sexy as hell, like a snack, hotter than ever._ Zoey trailed off and finished her compliments in her head. She hadn’t realized how long she had paused for until she saw Max grinning with his eyebrows raised. 

“Wow, Zo. I didn’t know you felt that way.” He chuckled.

“Wait, what? Did I say all of that out loud?”

“Say what?”

“Oh! Um… nothing! You just look great Max, _really great_ !” _Thank god she didn’t say all of that out loud. Get your shit together, Zoey._

“You sure you still wanna go to dinner?”

“Well, yeah. Why wouldn’t I?”

“Oh, I don’t know. It just sounded to me like you’re more in the mood for a _snack_.” Max had the biggest shit-eating grin on his face, and Zoey was mortified.

“I said all of that out loud.” She nodded exaggeratedly, dropping her face into her hands.

“Yeah you did, but I definitely didn’t mind it.” They both laughed. “Ready to go?”

“Let’s do it.”

* * *

As Max drove them to the restaurant, they sat in silence. Neither he nor Zoey were quite sure what to talk about. This just felt _different_ from every other time they had hung out. It felt reminiscent of those uncomfortable silences that would loom over them when they were on rocky territory with their friendship a few weeks ago. _Please, don’t let this be the bad moon_.

When they got to the restaurant Max was a total gentleman, proving chivalry is alive and well. Once seated, they both hid behind their menus, neither entirely sure what to talk about. _What do you talk about on a first date with your best friend?_ _Wait._ This is Max we’re talking about. Zoey realized there was no reason to be nervous, maybe he was nervous too? She put down her menu.

“Max can I be honest? I’m a nervous wreck right now.”

“Oh my god, you have no idea how happy I am to hear that.” He sighed. “I mean, not that you’re nervous! Just that… well.. I’m really nervous too and it’s just reassuring that we’re on the same page.”

“I’ve had no clue what to say to you since we got into the car. And how crazy is that, I mean you’re my best friend!”

“Exactly! Things don’t have to change just because we’re dating now. We’re still _us_ , we’re still friends above all else.”

“ _Best_ friends.” She emphasized.

“Best friends. Always, Zoey.” He agreed, grabbing her hand across the table. 

After moving past the initial awkwardness of their date, Zoey and Max began talking about anything and everything like it was just another day. They talked, they ate, they laughed. Neither one of them could decide on just one meal so they agreed on their two favorites and split them both. _Zoey forgot all about the bad moon; maybe it wasn’t rising after all._

* * *

Zoey and Max held hands the entire ride home, still talking and laughing. As Zoey unlocked the door to her apartment, they were still raving about the food they had eaten. The mood shifted, however, when they stepped through the threshold. 

“Max, I… I’m really happy with you. Thank you for being patient with me.”

“I know this will sound corny, but it’s entirely true… Zoey I would have waited forever if it meant that I got the chance to love you.” Zoey smiled nervously.

“I don’t think that’s corny at all.” She put her arms around his shoulders and leaned up to kiss him softly once, twice, and a third time. They both smiled for a moment when Max remembered.

“I believe I promised you a movie.”

“Yeah, I recall a deal being made.”

“So then, what would you like to watch?”

“I don’t actually care, it’s just the principal of the thing. It’s movie night, thus a movie must be played.”

“Ahh. So let’s play: what’s on tv right now?” Max said, flipping on the television. “Hmm, Top Gun or Fool’s Gold?”

“Fool’s Gold. Kate Hudson and Matthew McConaughey are a power duo. You can never skip a movie they are in together.”

“Because it’s the principal of the thing?”

“I know you’re making fun of me right now, but yes. It is, actually.”

“But I thought you didn’t care what we watched.” He teased.

“Well no, but you asked so I answered. Easy.”

“I’m just kidding.” He said, turning to HBO where Fool’s Gold was about 20 minutes in.

They sat on the couch with Zoey snuggled against Max’s chest. One of his hands were intertwined with hers, the other was mindlessly caressing her arm. Zoey kissed the hand she had a hold of, slowly kissing up his arm until she was turned towards him and deeply kissed him on the lips. She heard the tell tale sounds of a heart song beginning as Max pulled away to look her tenderly in the eyes as he sang.

_What would I do without your smart mouth?_

_Drawing me in, and you kicking me out_

_You've got my head spinning, no kidding, I can't pin you down_

He pulled Zoey into his lap, and she latched her arms around his neck. She felt his hands moving down her back and she began to feel very warm. She leaned in to kiss him again, but he moved his head at the last second continuing to sing. _Well this is inconvenient_.

_What's going on in that beautiful mind?_

_I'm on your magical mystery ride_

Now he lifted her off his lap so that he could switch their positions where he was hovering over her, but when she pulled him down closer to her he moved off the couch completely. _Seriously?_

_And I'm so dizzy, don't know what hit me, but I'll be alright_

Oh, but his face is just so damn cute when he does that thing with his eyebrows. Focus, Zoey. She motioned for him to come back and he obliged, although still singing. 

_My head's under water_

_But I'm breathing fine_

_You're crazy and I'm out of my mind_

Now Max was crawling up the couch to hover above her again, _finally_. Zoey thought as he leaned in to kiss her… 

_'Cause all of me---_

Only for him to _keep_ singing again! That’s it, this is sweet, but she just wants to kiss her boyfriend dammit. She slapped a hand over his mouth, effectively ending his heart song. Max looked at her with confusion and slight hurt, _oh no_.

She pushed herself up so they were sitting facing each other on the couch, cupping his face with her hands to show that everything is okay, then moving her hands to his chest.

“You don’t know this,” She coddled. “But you’re singing another love song to me right now…”

“ _What_? That’s so embarrassing.”

“No! No, no, no Max, it’s actually very sweet and I love hearing you sing.. but, could you--”

“Think about something else?”

“Just, _now_ …”

“Something sexier, dirtier? Is that the kind of vibe we’re-- ” He supplied.

“Well, _sure_ if you wanna do that, that’d be great.”

“Yeah, I can do that. It’s already done. Come here.” Max said, kissing Zoey once on the mouth before peppering kisses on her neck _right_ under her earlobe, _much bett---_

_One-two-three-four_

_Uno-do'-tres-cuatro_

Zoey gasped, shocked at the suddenness of the song. 

_I know you want me (want me)_

_You know I want cha (want cha)_

_I know you want me_

_You know I want cha (want cha)_

Max was now off the couch, shaking his ass and moving his hips in a way that should be illegal. She feels like she shouldn’t watch this without his permission so she covered her eyes with her hands. _Although ‘dirtier’ was his idea_ , so what’s the harm in taking a peek. 

_I know you want me (want me)_

_You know I want cha (want cha)_

Zoey peeked through her hands just in time to see Max thrusting right in front of her, and then proceeding to girate atop her. _Okay, this is getting out of hand_. Slapping a hand over his mouth worked last time so she decided to try that again.

_I know you want me_

_You know I w---_

She didn’t miss a beat this time, standing quickly on the couch to get them out of that position before Max could ask any questions. 

“I’m sorry, but um…” She may or may not have also slapped his face a few times in a futile attempt to shake his heart songs out of him.

“Aaaah. Ow.”

“Changed my mind.” Zoey said definitively. “Okay. I take it back. Um, how about you just make your mind go blank. Like, don’t think about.. _anything_.”

“Okay.” He said in a gravelly voice. Zoey briefly wondered what was happening for Max while she was hearing his inner voice, before realizing she didn’t really care, she only hoped that she could finally kiss Max in peace.

She wound her arms around his neck one last time, leaning down to kiss him. _Finally_. When she felt herself being lifted, she held tightly onto Max.

“Come here.” He whispered again. 

Between the way Max’s voice sounded, the way he’s kissing her, and _how much_ of him she could feel Zoey was very turned on. She dug her heels into his ass, rocking her hips against him. A wave of pride washed over her when she felt how hard he was and heard him groan in response. 

“Zoey.” He breathed.

“Max, please.” 

“Are you sure? Because this is one thing we can’t go back from.” He looked at her pleadingly, and she realized that he still expected her to change her mind about how she felt.

“I wouldn’t change a thing. _I love you_. Always, Max.”

He thinks he’ll never stop being surprised by the woman in his arms as his smile grows. 

*****************************************************************************************

Max set her back down on the ground and kissed her again, as Zoey peeled his shirt off and ran her hands up and down his arms. 

She turned her back to him, silently asking him to unzip her dress to which he obliged. As he unzipped her dress, he slowly kissed a trail down her spine. Once her dress was unzipped she faced him again and let the dress fall to the floor. Max let his eyes graze over her body, committing every detail to his memory. 

Max leaned in once again to kiss her lips. Then her neck. Her clavicle, stomach, hip, sinking lower until he was on his knees in front of her staring up her body. 

Zoey stared back, pupils blown wide, wondering what he would do next. His eyes were searching hers, silently asking permission when he raised his eyebrows in question. She simply bit her bottom lip, and nodded her assent watching as he slid his index fingers underneath the waistband of her panties and slowly pulled them down her legs. He inhaled her scent, closing his eyes in pleasure before pulling her right leg over his shoulder. 

He cupped her sex, already feeling how wet she was, before stroking his middle finger across her slit covering his finger in her essence. Max looked up at Zoey as he brought the finger to his lips, and tasted her on his hand. 

He kissed the inside of her thigh, moving his lips closer and closer to where she wanted him. She felt his breath, he was _right there_ nudging her folds apart with his nose. He darted his tongue out to stroke her clit once, twice, and then softly nipping at it once. When he did this, Zoey bucked her hips. Max put his left hand on her thigh to keep her still as he slid his right index finger into her heat. 

_Oh my god_. “More.” She pleaded, her eyes closed. Max just grinned and added a finger and heard her moan.

He slowly pumped his fingers in and out of her, and moved his face close again where he could slide his tongue back and forth across her clit lightly to drive her mad with want. Zoey whined as he picked up the pace with his fingers. He would sporadically suck on her clit _just_ long enough to bring her close and then go back to stroking her with his tongue. 

When he could tell she was on the edge, he sucked on her clit one more time, curling his fingers in a ‘come hither’ motion. Zoey moaned his name as she climaxed, and Max decided right then that he never wanted to hear his name any other way. 

Once Zoey had recovered from her orgasm she pulled Max to his feet and kissed him, tasting herself on his lips. She turned them so that his back was against the wall and unfastened his belt. After getting his pants off, Zoey dropped to her knees only for Max to pull her up again.

“Max?”

“Another time.” He said abruptly.

“But--”

“Zoey, I don’t think I could handle it right now. I want you so much.”

She was so in love with her best friend. God, she’s having sex with _Max_ , her _best friend_ ! Her insanely handsome, sweet, dorky, sexy, **_very_ ** _blessed_ best friend. 

“I’m all yours.” She said. 

“Come here.” Max growled and lifted her up once again pinning her to the wall as he kissed her. She held on with one hand and grabbed his length with her other, lining him up to her entrance. They both looked at one another and smiled before Max slid into her depths, both of them moaning loudly. They thrust against each other quickly until it became sloppy, neither of them in a true rhythm just moving with the other. As they each approached climax they slowed down, with deliberate thrusts now. Max leaned in toward Zoey’s ear and whispered. 

“Let go Zoey.” And that was all she needed to push her over the edge, triggering Max to cum too. They rode out their orgasms to the end. Max lowered Zoey to the floor, still holding her against the wall when he noticed her legs shaking. They were both breathing heavily and leaning on each other when Zoey suggested they clean up and go lay down in bed. 

*****************************************************************************************

They decided to shower together, _just shower_ , and it was a very intimate experience for Zoey. Sex was intimate too, but there is a different kind of vulnerability about taking a shower with someone else. 

After showering, they climbed into bed together as they had several times that week. Max ran his fingers through Zoey’s hair, combing through the tangled curls. Zoey traced patterns across Max’s chest.

“I’m staring at your nipples.” Zoey said, giggling. 

“ _That_ is the first thing you thought of to say right now?” Max laughed.

“I just thought it was funny when I said it last time.”

“It was… something, that’s for sure.”

“Crazy how fast things can change huh?”

“Yeah, that was before I had even told you I loved you.”

“That night was the first time I had ever allowed myself to consider a romantic future with you.”

“It was?”

“Mhm. I’ve already told you that you sang 500 Miles when we were leaving Simon’s party, but… I heard you sing it again later that night when you were leaving my house. Only the second time it was slower, and I could… feel how much you cared.”

“You also thought about kissing me before I left your house.” Max grinned.

“How did you--”

“I’m not oblivious Zo, I saw you look at my lips. I just chalked it up to you being drunk though, I didn’t think it meant anything.”

“I don’t think I realized at the time that it did. But I started allowing myself to think of you in that way. Before then I was too scared, obviously I was _still_ scared, but I’m glad I got past that.”

“Hmm. Me too. I’m not going anywhere, Zo.”

“Good.” Zoey lifted her head to kiss Max again, she reached her hand up to grip his curls as he deepened the kiss. She was just about to climb onto his lap when her phone started ringing. 

“Please, don’t get that.” He begged. Zoey warred with herself, but fear won out.

“I’m sorry. I just have to check. And I’ll only answer if it’s--” _Howie._ **_No._ **Max must have noticed the change in her demeanor because he stopped what he was doing, sitting up with her as she answered the phone.

“Hello? Hi Howie.” She heard Howie’s words, but she already knew why he was calling. “No, yeah. I’ll be right there.” She hung up the phone and sat there with her back to Max, her heart already breaking.

“What was that?” Max asked with fear in his voice.

“The bad moon.” She turned to face him. “It rose.”

**Notes for the Chapter:**

> Zoey’s date dress (pink) https://www.amazon.com/dp/B078XQKSWN/ref=twister_B075FT6WNN?_encoding=UTF8&coliid=I1LGLAU5PW4PN4&colid=3UAQ093UO0A4G&th=1
> 
> Zoey’s Date Hairstyle  
> https://cdnph.upi.com/svc/sv/i/8481582050935/2020/4/15820512595287/Extraordinary-Playlist-gives-Jane-Levy-a-big-secret.jpg
> 
> Max’s Date look  
> https://s.yimg.com/ny/api/res/1.2/JiZHVGQIWHE3fOpCBdrgEw--/YXBwaWQ9aGlnaGxhbmRlcjt3PTY0MDtoPTk2MA--/https://s.yimg.com/uu/api/res/1.2/0ebNOTOY22f6eNfdlQj5Wg--~B/aD0zMDAwO3c9MjAwMDtzbT0xO2FwcGlkPXl0YWNoeW9u/https://media.zenfs.com/en-US/popsugar_celebrity_142/ca2ebf2cf4e31f7cfd5090bb86ed00c4
> 
> Aaaaaand another pic bc he’s pretty, I--  
> https://media.gettyimages.com/photos/upfront-portrait-studio-pictured-skylar-astin-zoeys-extraordinary-picture-id1145341872


	6. Epilogue (1x12 Max POV)

**Notes for the Chapter:**

> Okay so you didn’t think that was how I would end this, did you? I couldn’t let this fic rest just yet. Since the story was mostly Zoey POV I decided to give a little Max POV for episode 1x12/ Chapter 5, plus his conversation with Mitch and the duration of American Pie.

Waking up with Zoey Clarke in his arms is easily one of the greatest experiences in Max’s entire life, and it’s happened three days in a row! He could feel her head on his chest, her fingers idly moving across his left hip, and he thinks he even heard her faintly humming a Taylor Swift song. 

Last night Zoey told him that she loved him and that she was tired of waiting, Max had never been so happy. While he knows she meant what she said, he still has this voice in the back of his head telling him it won’t last so he decided to test the waters on where they stand. 

“You know if you keep asking me to stay over, I’m gonna have to start packing a bag because while I don’t mind going back to my apartment every morning it means less time with you before work.” He offered, wondering how she would respond. Max loves holding Zoey, and loves even more that she  _ wants _ him to hold her, but he often wonders why she always asks in the spur of the moment and never in advance. 

“You might want to get on that then.” Did that mean what he thought it meant? Is that a standing invitation, or is she just being cheeky? Either way, she left him laying in bed with a smile on his face. He got up and dressed, walking into the living room to put his shoes on when he heard Zoey call out to him in minor distress. Apparently her powers are potentially glitching again, which wouldn’t be  _ too _ bad except her inner truth was warning her about a ‘Bad Moon Rising’... Max only hopes that she hasn’t changed her mind about them already...

* * *

All day at work, Max could hardly focus on anything other than his date tonight with Zoey. He couldn’t figure out where to take her. I mean, this is his  _ first date  _ with  _ Zoey Clarke _ . They already go to dinner and see movies together all the time so what would make tonight so special? He just wants it to be  _ perfect _ . Just as Max was spiraling, he was called out of his reverie by Ava.

“Maxwell, I need to see you in my office. Now.” He walked into her office, with assumptions of what she wanted to speak about.

“I know the thing with Leif puts us down a man, but I’ve already reworked the timeline to ensure that we aren’t set back because of--”

“As nice as that is, I’m disappointed in you Maxwell.”

“You’re--”

“You let a fox into the henhouse.”

“What does… that mean?”

“It means you were aware of Leif’s insubordination and you still brought him onto our team.”

“Ava, I assure you, I had no prior knowledge of his insubordination… he is a self-righteous know-it-all, but I never expected him to pull something like this.”

“So you weren’t aware of his extracurriculars with Joan?”

“How did you--”

“I told you when we met, I make it my business to know all about the top players at SPRQ Point, and I had my eye on him even before you brought him to me.”

“But you approved his transfer anyway…”

“This is your team Maxwell, I wanted to see how you would handle him. Seems I may have overestimated your leadership. Let anything like this happen ever again, and I will see to it that you never work for this company again.”

Max just stood there, speechless until Ava motioned for him to leave.

* * *

When Max and Zoey got to the Thai restaurant, she asked him how his day had gone and he recounted his confrontation with Ava. He could tell though that Zoey wasn’t entirely present and he had a sinking feeling that it might have something to do with their run-in with Simon, especially because she was smiling as Simon walked past them.

“Zoey… are you still here?” Max tried to grab her attention once again.

“Yes. Every word… okay, well, most words.” He saw her grimace. “I’m sorry! I was hearing a heartsong. If it makes you feel any better though, Simon is totally jealous of you.”  _ Great _ , his instincts were correct, she was only paying attention to Simon that whole time. Maybe they were rushing into the whole ‘dating’ thing...

“Not sure that makes me feel better, but I appreciate the effort.” Max continued to pick at his food.

“So wait, but Ava threatened your job? Can she even do that?”  _ Oh _ , she was listening after all! 

The conversation shifted to Leif’s part in the whole ordeal and Zoey seemed visibly shocked to hear that Max had considered passing code along to the fourth floor as well.

“ _ Maaax _ ! Are you crazy? Promise me you’ll never,  _ ever _ do anything that reckless.” When she hit him on the shoulder he couldn’t help but chuckle and feign being hurt.

“Hey now, I didn’t go  _ through _ with it! But if you had really needed me to, I would have. You have to know by now, that I would do anything for you.”

“As sweet as that is, I don’t want you  risking your job for me. You’re already two floors away and I won’t have you going any further. Got it?”

Forget any of the doubts Max had five minutes ago, he was being silly. And to think that only three weeks ago they had worried about the future of their friendship. Now they are closer than ever. They love each other, they’re going on a  _ date _ tonight, and more than that Max knows that he was right. Opening the door to a romantic relationship between them has only made their friendship stronger. She was so protective over him, and there were no longer any doubts in his mind that they were making the right decision to move forward with their date tonight. 

“Got it.” He smiled.

* * *

Max and Zoey’s date had started off a bit awkward. It’s crazy that they could have a typical lunch together with no expectations or anxieties, but once they put the ‘date’ label on dinner they suddenly didn’t know how to interact anymore. Still, they got past the weirdness once they realized how silly they were being. They’re still best friends after all. 

When they arrived back at her apartment they teased one another for a few minutes before finally deciding to watch a movie because ‘it’s the principal of the thing,’ however that didn’t last long as Zoey was suddenly kissing a trail up his arm and he just couldn’t help himself from kissing her back with all the love he had for her. He pulled her into his lap, thinking about how lucky he was to have the woman he loves in his arms and that as long as she wants him he would give his all to her. He could sense a shift in her demeanor, but she was still kissing him so he continued on. Just as she laid down, him hovering atop her, she slapped a hand over his mouth!  _ What is happening _ ?  _ Has she decided she doesn’t want this anymore. _

He felt her push on his chest a bit so he sat back on the other side of the couch and she cradled his face in her tiny hands. Max looked at her with confusion in his eyes, searching for an answer and he felt her hands move to his chest.

“You don’t know this,” She said. “But you’re singing another love song to me right now…”  _ Are you kidding me _ ?

“ _ What _ ? That’s so embarrassing.”

“No! No, no, no Max, it’s actually very sweet and I love hearing you sing.. but, could you--”

“Think about something else?”

“Just,  _ now _ …” Oh okay, she wants this to go in a different direction? Well if she only hears  _ heart _ songs then maybe he shouldn’t be thinking with his heart?

“Something sexier, dirtier? Is that the kind of vibe we’re-- ” He supplied.

“Well,  _ sure _ if you wanna do that, that’d be great.”

“Yeah, I can do that. It’s already done. Come here.” 

Max started kissing her neck and he was loving the sounds he was eliciting from her. She once again laid back on the other side of the couch and just as he was moving atop her, she slapped her hand over his mouth again! Zoey pushed him up again, hitting him a few times (he thinks she was trying to snap him out of whatever heart song he must’ve been singing this time) and started going on about changing her mind. 

“Um, how about you just make your mind go blank. Like, don’t think about..  _ anything _ .”

“Okay.” He responded hoping he could control himself enough to calm his heart songs, but honestly kissing Zoey is making him crazy in the best way. 

“Come here.” He said one last time, lifting her off the couch and pushing her up against the wall. He felt her heels dig in as she rocked her hips into him and he knew he was a goner.

“Zoey.” He breathed.

“Max, please.” 

“Are you sure? Because this is one thing we can’t go back from.” Max was gone for her, but before he let this continue he had to be sure that she wanted this. He wasn’t sure he could ever be just her friend after making love to her. 

“I wouldn’t change a thing.  _ I love you _ . Always, Max.”

He thought he would never stop being surprised by the woman in his arms. Things escalated from there and Max was absolutely sure that nothing would ever be as incredible as making love to Zoey Clarke.

* * *

Later after a _ very _ enjoyable evening, they were laying in bed and Max was running his fingers through Zoey’s hair. All he could think about was how perfect the woman laying with him was, when suddenly she made a comment about his nipples. Max couldn’t help but laugh, because that somehow only made him fall more in love with her.

“Crazy how fast things can change huh?”

“Yeah, that was before I had even told you I loved you.”

“That night was the first time I had ever allowed myself to consider a romantic future with you.”

“It was?” He was sure that she hadn’t  _ ever _ thought of him romantically until  _ at least _ his flash mob, but if Max was being honest with himself he hadn’t realized she had considered him in that way until she explicitly told him so a few weeks ago.

“Mhm. I’ve already told you that you sang 500 Miles when we were leaving Simon’s party, but… I heard you sing it again later that night when you were leaving my house. Only the second time it was slower, and I could… feel how much you cared.”

“You also thought about kissing me before I left your house.” Max grinned, there was no way he could miss something like that when he pays attention to everything involving Zoey Clarke.

“How did you--”

“I’m not oblivious, Zo, I saw you look at my lips. I just chalked it up to you being drunk though, I didn’t think it meant anything.”

“I don’t think I realized at the time that it did. But I started allowing myself to think of you in that way. Before then I was too scared, obviously I was  _ still  _ scared, but I’m glad I got past that.”

“Hmm. Me too. I’m not going anywhere, Zo.”

“Good.” She kissed him again and it escalated quickly this time. Zoey moved to climb onto his lap, but her phone rang.  _ You’ve got to be kidding me _ . 

“Please, don’t get that.” He begged. She moved to check the caller ID. 

“I’m sorry. I just have to check. And I’ll only answer if it’s--”  __ She stopped talking and he thought he heard her voice catch. Immediately Max knew something was wrong and sat up with her. She had been worried about something bad happening all day and so far everything had been fine, so Max could only pray that this call wasn’t what he thought it was.

“Hello? Hi Howie.” Zoey paused to listen to Howie. “No, yeah. I’ll be right there.” Silence. He waited for her to speak first, but she just sat there with her back to him.

“What was that?” He asked cautiously and worriedly.

“The bad moon.” She turned to face him. “It rose.” Max’s heart sank. Her eyes were wide like saucers, she looked lost. He wasn’t really sure how to help this time, but he was sure as hell going to do anything and everything he could to get her through this.

* * *

Zoey had wanted to get to her house as quickly as possible so they immediately got dressed and made the normally twenty minute drive in a record sixteen minutes. When they arrived at her house, though, she didn’t move. Zoey was frozen in place, so Max simply grabbed her hand and patiently waited for her to show that she was ready to go inside. After many minutes she just looked up at him with unshed tears making her blue eyes look like crystals and she leaned into him and cried for a moment. She stopped crying suddenly, sat up, and wiped away her tears—composing herself so she didn’t look like such a mess for when they went in.

Once they walked through the door Maggie greeted them, and requested that Zoey join them in the kitchen. Zoey looked at him, silently asking if he would still be here when she came back. Max assured her that he wasn’t going anywhere and watched her walk into the kitchen. When Maggie and Zoey were out of sight, Max glanced into the living room where Mitch was still sitting in his spot on the couch and Max decided to use this time to say goodbye.

“Hey Mitch.” Max started. “I can’t imagine what you’re feeling right now. I -- I just wanted to thank you. I know, I know, ‘no thanks necessary son’ but there is. Coming to San Francisco was a big risk for me, you know, with my career and with my family… and well you and Maggie have always made me feel safe and welcome here and -- especially because of the relationship I have with my dad… well you’ve shown me what a real father should be.” Max got choked up and could see tears forming in Mitch’s eyes as well. “You have always made me feel like family and I want you to know that it has meant the world to me. I don’t want you to worry about them either. If they ever need _ anything  _ I will do everything in my power to make it happen.” Max was going to stop while he was ahead, but his feelings got the better of him and he knew there was something else he had to say. “Oh, and one more thing: I wanted to thank you for Zoey. For helping her grow into the person she has become. I -- well, I’m in love with her Mitch. I’m sure that doesn’t surprise you at all, right?” Max chuckled in spite of himself, and he was pretty sure he saw a gleam in Mitch’s eye. “I mean everyone at work knows and nothing gets past you, but I wanted you to hear it from me that as long as she wants me, I’m hers entirely. I’ll love her with everything in me. Hell, I already do! She means the world to me and I can’t imagine living in a world without her by my side…” Max braced himself for what came next, the question he hoped he could wait to ask, but he knew this would be his last chance. “Now… I know Zoey is her own woman and this only matters in some very  _ distant  _ future if she returns my feelings, but I want to ask.. just in case… well.. Mitch I was wondering if I could get your blessing to marry Zoey someday?” Max wasn’t really sure what to expect now. Of course, he knew Mitch loved him and treated him as part of the family, but giving his blessing to marry his daughter in some distant future when they had only  _ just  _ started dating was a lot to expect, Max knew. 

After a few moments of Mitch reaching for his taboo buzzer with what little strength he still maintained, one long, resounding buzz rang through the air, breaking the silence. Max smiled gratefully and joyfully at Mitch, as he held the older man’s hand. He saw a tear roll down Mitch’s face which made Max cry as well, realizing that Mitch wouldn’t get to be a part of that distant future that he wanted so badly with Zoey. 

They both sat there crying together until David and Emily walked in, David already crying and holding Emily’s hand. Max thanked Mitch one final time and stood to leave, putting his hand on David’s shoulder as he passed him.

Max went to the restroom to splash some water on his face. He didn’t want Zoey to know that he’d been crying, he wanted to be strong for her, to be ‘her rock’ as she’d once put it. Once he’d made himself presentable he walked out to greet her. She looked at him gratefully because of course she still knew what he was trying to do, and could see right through him. 

Max offered to stay with Zoey, but let her know that he would only stay if she wanted him there. He didn’t want to impose, but he also didn’t want to leave her alone if she needed him. In the end they decided he would go home and if she needed him at any point, she would call him.

* * *

At five in the morning Max awoke to his phone ringing. He was off the couch and slipping his shoes on before he even heard Zoey’s voice.

He hadn’t been able to sleep until Zoey had called him at three fifteen letting him know that Mitch was gone. She had said that she was obviously sad, but that she needed to just be with her mom and brother for the night. Max had had no intention of going to sleep, he was going to stay up in case Zoey needed anything, but he had fallen asleep out of pure exhaustion. 

“Zoey? What’s going on, what can I do?”

“Max…” He could hear that she was crying. “I just -- I can’t be in this house right now.”

“I’m on my way.”

They stayed on the phone as he made his way to the Clarke house, neither one actually saying anything, but Max knew better than to leave her alone. Twenty minutes later, he pulled up in front of her house and immediately got out of the car and wrapped Zoey in a big hug.

“I already told mom I was leaving. She understands, and David is with her. I just--”

“I know. I know, it’s okay. We can go anywhere you want.”

“Can we just… drive for a while?” 

“You got it.” Max took them to their new favorite coffee shop (they couldn’t go to the Golden Gate Grind anymore for obvious reasons) and ordered their favorite drinks since neither of them had  _ really  _ gotten much sleep. Then they just drove around the outskirts of San Francisco until Zoey finally dozed off around eight in the morning. 

Max drove them to her apartment and carried her from his car all the way to her bed. She was barely awake, but he heard her mumble “Please don’t leave.” 

“I’m not going anywhere, sweetheart.” He replied. He kicked off his shoes and climbed into bed next to her. Zoey immediately clung to him and hid her face in his shirt. Max held her, stroking her hair and whispering lovely thoughts to her until she fell back asleep.

* * *

Today was Mitch Clarke’s funeral. Friends and family of the Clarkes gathered for a graveside service in the rain, which Max assessed was accurate for the occasion. Max had stood with the Clarkes, right by Zoey who was holding onto him with her left hand and Maggie with her right; David and Emily were on the other side of Maggie. Somehow Zoey had been the one asked to give the eulogy, though he had a sneaking suspicion based on her words about ‘his vibrance in even his final days’ that she may have offered due to her powers allowing her extra time with him. 

Max couldn’t help but be proud of Zoey as she gave Mitch’s eulogy. She made it almost all the way through without crying, but broke when she talked about how Mitch could read someone’s true colors and make them smile even when their heart was breaking. Most people wouldn’t have noticed, but Max saw Zoey whisper something over the casket before she went back to stand with her family again. 

For how extraordinary a man Mitch Clarke was, the service came and went without any glitches. Maggie, Zoey, David, and Emily stayed by the grave to say their goodbyes in private, but Max and Mo went back to the house immediately after the service ended to make sure everything was in order for the wake back at the Clarke Residence. Maggie had insisted that she was perfectly capable of hosting her late husband’s wake, but Max reminded her that she didn’t have to and ‘would she please let them do this for her.’ 

Back at the house Max made sure that all the lights were on, curtains were opened, Mo ensured that drinks were ready, and the slideshow was running in the den. The house, despite the initial darkness that loomed following Mitch’s passing, felt open and lighter to Max with the knowledge that today was a day to celebrate Mitch and the incredible life he had led. 

About twenty minutes after they had gotten everything set in place guests started arriving and he made sure that coats were taken and umbrellas left outside. He made his rounds every few minutes throughout the house to make sure that drinks stayed full and everyone was greeted. 

Thirty minutes later he was standing in the living room talking to Simon of all people when he saw the Clarke’s vehicle pull up. He wanted to be the first to greet Zoey when she came in, but Howie called him away to help with something in the kitchen. By the time he was finished they had already entered the house and he stood by the stairs as he saw Zoey pick up the framed photo of Mitch, Max could tell that she was somewhere else entirely.  _ Probably hearing a heart song, _ he assumed. 

He decided to leave her be, as he was almost tackled to the ground by a couple of Zoey’s cousins who had been running (and shortly after, falling) up and down the stairs behind him. Once he had gotten the kids back to their parents he saw Zoey talking to a man who he recognized as Mitch’s doctor; she called him over to meet Dr. Hamar and Max thanked him for helping Mitch and for coming to the service. 

Max could tell that Zoey was still somewhere else and he couldn’t figure out if she was hearing heartsongs (lord knows there are surely plenty to hear today) or if she needed to step away and take a minute for herself. He gave her an encouraging smile and she nodded her head to let him know she was alright.

“Zoey, can we talk when you get a chance?” Max heard Simon say as he walked up behind the two of them. She nodded for him to go on. “I know we haven’t really talked since your dad died, but I just want you to know that there are no hard feelings. You laid down a lot of truths the last time we talked and you were entirely right. I’m working on me and if you ever need anything  _ as a friend _ I’ve got your back.”

Zoey didn’t really say anything, she just pursed her lips and nodded her head some more… she’s definitely somewhere else. 

“And hey, Max, there’s no hard feelings from me here either. You’re a good guy and I’m glad you and Zoey worked things out. I’m sorry if I ever made things harder for you.” 

Max was shocked at this turn of events, but pleasantly so. He never had a problem with Simon, but he wasn’t fond of the way he handled things with Zoey. If Simon was owning up to his part in everything then Max saw no reason for hard feelings.

“All good, Simon.” Max said, shaking Simon’s hand. “And hey, I know Zoey appreciates you being here, she’s just been somewhere else in her mind all day.”

“Yeah, she seems to do that a lot, is that a thing with her, like is she alright?” So her heart songs  _ are _ noticeable to people other than Max and Mo, interesting.

“She’ll be fine, she just works things up in her head and zones out sometimes. No biggie.” Max tried to cover, and it seemed like Simon bought it. 

Amidst his conversation with Simon he had lost track of Zoey. He’s trying to keep track of all the Clarkes in case they need anything from him. Maggie is in the kitchen, and Emily just took a glass of champagne to David in the den, but where did Zoey go? Max knew that she had gone to hang her coat up, but he hadn’t seen her come back through to this side of the house. He went toward the direction she had gone and nearly ran into her. She just smiled at him and walked wordlessly into the kitchen to greet Mo and Howie.

He was trying so hard not to hover, but as the day went on he grew more and more concerned about how distant she seemed. Sure it was natural considering the occasion, but she was barely there. As she got to the edge of the kitchen, something seemed to catch Zoey’s attention and it was the first time he had seen her show any expression since she got to the house. Max grabbed a drink for her and followed her steps,  _ the slideshow _ . Mitch’s friend Paul had put together a slideshow of photos from Mitch’s life and he was recounting stories from their college years in the den. Max wondered briefly if Zoey knew about the slideshow or if Maggie let it be a surprise for her. 

Max saw Zoey introducing Joan to Maggie and he thought it was wonderful that Zoey have two incredible women to look up to and have the support of during this time both personally and professionally. Joan walked Zoey out, a comforting hand on her until they reached Max and Joan passed her off to him. 

“I wish I could stay for this, but Danny Michael Davis needs me on a plane with his lawyers in an hour. Please take your time Zoey, I don’t want you to rush back into work because you think we need you. The company can wait, you’ll never get this time back. Take care of yourself.” Joan told Zoey, then she looked at Max. “Take care of her Max.”

“I will.” Was his only response. Joan waved to everyone in the room and left for her meeting with Danny Michael Davis. 

Max noticed that it was getting dark out and let people know that they were welcome to stay as long as they’d like, but that the food and drink was being sent away. Most people left to give the family their privacy. Even Howie decided it was time for him to go, but he told Maggie that should they  _ ever  _ need anything he’d be back in a heartbeat because this family was special to him. 

Once things had calmed down Max went to sit for the first time all day, taking his seat on the steps where he could still clearly see all of the Clarkes. Maggie was saying goodbye to some people, but David, Emily, and Zoey were all standing just far enough out of the way to wave goodbye but not actually have to speak. 

Zoey walked over to sit one step down from where Max was. Sensing her need for comfort after the long and overwhelming day, he moved down next to her and allowed her to rest her head on his shoulder. He looked down at her face and was stunned at how beautiful she was, even when she was exhausted and hurting. 

“Tell me something Max.” He raised his eyebrows, shocked to hear her voice for the first time since she gave Mitch’s eulogy hours ago.

“What do you want to know?” 

“No, I mean… just tell me something, anything. I need to hear about something not related to this day…. Please.” She whispered that last part, but he heard it anyway.

“Okay, well about five and a half years ago I decided to leave the east coast behind. My parents, well my father honestly, was not too happy that I was choosing not to take up the family business but investment banking was just never my forte. I was risking a lot, but I was so excited to have been offered a job at SPRQ Point that I walked onto the wrong floor on my very first day, walking around like the fresh faced newbie that I was. I was so embarrassed when someone pointed out that I was most definitely  _ not _ supposed to be there, and then I saw this tiny red headed woman looking just as lost as I had. Me being the helpful friend that I am, I walked over and casually guided her back to the elevator and safely onto the coder orientation floor.” Zoey had a small grin on her face at the story he was telling. “So this woman went and sat quietly through the whole orientation only ever looking away to write things in her journal. When she was getting coffee I walked up behind her and I  _ guess _ I must’ve startled her because she knocked over her cup when she turned around and got coffee everywhere.” Max chuckled at the memory. “She seemed really embarrassed, so I took the coffee pot and spilled some ‘on accident’ to make her feel better, and I guess it worked because five and a half years later she’s still by my side. ‘Can you say ‘friend for life’?” Max turned to look at Zoey’s face and she looked a little closer than she had all day, and he thinks he’s succeeded in his goal.

“ZoZo? Eddie wants to say goodbye, he’s heading out.” Mo said, helping her off the steps and taking her to the dining room where Eddie and Simon were. They were the only ones still in the house at this point. Zoey looked back at Max in silent gratitude, and he knew that it wasn’t just for the distraction.

Max followed her into the dining room where he saw her standing behind Simon, holding his hand. He couldn’t see Simon’s face, but he could hear quiet sobs and gathered that the gravity of the day and the reminder it must’ve held for Simon had finally gotten to him. Max was proud of Zoey for still being there for her friend despite everything that went down between them in the end, this was her silent acceptance of his apology from earlier. 

Before Eddie left, the five of them stood in silence. Soaking up the love and support that filled the room. While Mo was seeing Eddie out, Max decided to check in on the rest of the Clarkes and he found that they were having their own moment in the kitchen so he left them alone, instead walking with Zoey and Simon to the front room to grab their coats.

Zoey said goodbye to Simon first, hugging him and telling him that if he needed to talk she would still be fifty feet away (once she returns to work of course). Maggie, David, and Emily had since followed them to the front door, hugging everyone goodbye. Max pulled Maggie in for the biggest hug. 

“Thank you Max. Today was very special, and you made it that much easier. I can’t tell you how important you are to this family.” 

“Maggie, your family means everything to me. I promised Mitch I would look out for you guys and anything you need, I will make it happen, you just say the word.” Maggie just smiled and hugged Max tightly one more time.

After releasing Maggie, Max turned to Zoey. She was standing and waiting to say goodbye to him. They would surely end up at either hers or his apartment later that night -- Zoey has yet to be able to sleep in her childhood home since Mitch died -- but for now Max knew that she and her family needed to be together and learn how to be without Mitch.

He hugged her tightly and kissed her on the forehead whispering “I love you,” before promising to have his phone on whenever she needed him. Max walked out the front door, hoping that he had kept his promise to Mitch, and that he in some way had made this day even somewhat easier.

**Notes for the Chapter:**

> Thank you all for reading, and sticking with me through this! I'm so glad you all encouraged me to turn this into a multi chapter!
> 
> Thank you to the discord for your ongoing love and support as this was the story that inspired my to start writing in the first place! 
> 
> Also, one last thank you to typicalaveragefangirl for being such an amazing beta (as always) I think I've said this before but I couldn't do this without her help for real!!! ILY <3


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